Say it, Don't Spray it
by LemonDropGarden
Summary: Typical Niles and CC... Dancing around each other day by day. It never gets old and they seem to enjoy it so what will have to happen to change that? My first Nanny fic so please review :)
1. Chapter 1

_This is my first Nanny fic. Hope you like it! I've already written a few more chapters for this one but I'll post them gradually. Please review to let me know what you like about it and what you don't :) _

_*I don't own any characters, yadda yadda, etc. _

**SAY IT, DON'T SPRAY IT**

CHAPTER 1

Maxwell was seated at his desk while CC stood beside him babbling about the renovation plans she had for her penthouse suite.

"Why in the world would someone need a shower head with 6 different spray settings?" asked Maxwell.

Before she could respond, Niles said, "Well sir, Miss Babcock IS single..."

CC scrunched her face in irritation. "Niles! That is SO- "

"Perceptive? Dead-on? ...Twisted?" He cut her off, and then grinned.

CC pursed her lips & gave him a side glare, careful not to look directly at him. _You got me there, butler boy,_ she mused, trying to hide the smile that was fighting its way through.

She ran her tongue over the front of her teeth with her lips still tightly pursed, then looked at him with eyes narrowed. "Hate you," she said matter-of-factly.

"You hate when I'm right," he retorted in the same tone. He smiled when she moved to sit on the green love seat without a word. _Winning_, he thought.

As Niles prepared dinner in the kitchen, he told Nanny Fine about his first jab of the day at the expense of Miss Babcock. Fran was honking at his joke just as the she-devil herself strolled in demanding coffee.

"...And make it quick, Benson!" She grabbed a cookie from the table and turned her attention to Fran asking, "And what is soooo funny, Mizz Fine?"

"Your sex life," Niles said with an air of nonchalance.

CC rolled her eyes and swallowed the bite she had taken. "My sex life is my business!"

Niles couldn't resist. "Yes, we know. How much did you make this month?"

She dusted the cookie crumbs off of her hands above Niles's head and into his hair. "First I have no sex life & need shower heads for satisfaction, now I'm a hooker?! Get your story together!"

"Oh, thanks, I was a little confused which came first," he teased as he shook the crumbs out of his hair and began washing the vegetables.

CC went quiet as her eyes narrowed and Fran took that as her cue to exit. She didn't need any vegetables flying her way.

Niles looked up, confused by the lack of screeching coming from the blonde. CC slowly made her way around the kitchen island to where Niles stood spraying the vegetables with tap water.

She didn't throw anything. She didn't even yell.

"You know Niles," she said calmly, "You're awfully concerned about my sex life when you should be more concerned about the fact that the sprayer you're holding there has more effect on a woman than you ever could." She smirked.

It was seldom that she could one-up him. He usually had the last word but this time he was speechless. All that was running through his mind was that she hadn't denied that she'd experimented with sprayers or showerheads... In fact, she implied that she had! Which brought forth a number of images of Miss Babcock. in nothing but water. and immensely turned on.

He glanced down at her outfit as she stood a little straighter after feeling like she had won this one. "I'm still waiting for my coffee," she said, eyebrows raised and head held high.

He couldn't leave it like that so he squirted water at her. Her eyes grew to the size of saucers as her white blouse became drenched and began to cling to her chest as she readied herself to scream.

"Just add coffee and cream and you're good to go!" was all he got out among joyous laughter and quick, stolen glances at her chest.

CC was humiliated and suddenly felt very naked. "I am going to KILL YOU!" She lurched at him and they fought over the sprayer until they were both drenched. By then, Maxwell had entered the kitchen to investigate the source of the noise.

"What the bloody hell is going on here!" He bellowed in shock when he saw CC with the sprayer pointed at Niles's crotch while Niles attempted to shield his manhood with the nearest frying pan.

Niles quickly pulled the sprayer from CC's grasp and back into the kitchen sink, turning off the water. CC pulled at the material of her blouse to prevent it from sticking to her chest.

"Well?!" Maxwell was not amused. "I thought you were coming in here to get coffee, CC! Not to flood my bloody kitchen!"

CC looked like a child in trouble with her favourite teacher.

"Um, I did.. But Maxwell, he started it! I was just-"

"No I didn't, sir, she-"

"Not another word, both of you! Niles, you will get some towels for Miss Babcock to dry off on and then clean up the mess before the dampness makes it smell-"

"Like wet dog? Don't worry, sir, that smell never stays once she goes home," Niles gestured towards CC.

Maxwell looked down at the puddles on his kitchen floor, and then scowled at them both before leaving the room.

"Ha-ha!" CC said, shaking her head at Niles with her hands on her hips.

"Look who still has to clean it all up! Poor, little Merry Maid!" She exclaimed and then gave an exaggerated pout.

"I can see your bra," he pointed out.

She looked down and grabbed at her blouse once more. "...Shut up," she said, embarrassment all over her expression and body language.


	2. Chapter 2

CHAPTER 2

Niles had mopped the kitchen floor and changed his shirt before returning downstairs to find CC still patting at her damp shirt and hair with the towel he'd given her.

"Oh stop it, it's not doing any good," he said, snatching the towel from her. "Follow me."

She frowned but did as she was told and tailed him up the kitchen stairs and into his bedroom.

She had never set foot on the enemy turf before. She was so busy looking around for anything she could use against him later that she never asked why she was there and just plopped herself down on the bed.

"Don't sit there, you'll wet my bed!" He said as he neared her with a blow dryer in hand.

"Oh well then I'm getting it comfortable for you. I'm sure you're used to being in a wet bed," she chuckled.

"Just get up." He moved toward her to plug in the blow dryer. "Now turn around so I can do your back," he said.

She eyed him skeptically but turned nonetheless. He turned on the dryer and blasted the air against her back. She jumped and turned to slap him on the shoulder.

"That's hot! You'll burn me!"

"Sorry," he said while turning her away from him again. Without thinking, he crept his hand under the hem of her shirt at her lower back to protect her skin from the heat.

"What are you doing?!" She said wide-eyed but didn't move.

"Relax. I'm not doing anything. The blow dryer doesn't have a cooler setting so I'm shielding you from the heat... Although I'm surprised you're not used to it, what with you being spawn of Satan and all." He smirked to the back of her head.

She didn't respond.

As he pointed the dryer higher on her back, his palm began to get a little too hot so he turned his hand under her blouse and rested his palm flat on her bare skin. She jumped a little and so did his heart when he felt the back strap of her damp bra. Neither of them said a word.

He began to move his hand around, struggling to fight the urge of his fingers to dance across her entire back. He could feel that her skin was beginning to warm up.

"Okay!" She said a little too loudly and realized it. "Um. I think the back is fine." She slowly turned to face him and his hand was now on her hip, still under her shirt. "Thanks," she said looking at him with her head tilted and brows furrowed. She was trying to read his face for a sign of what he may be thinking.

She knew what she was thinking - she liked the feeling of his hand on her hip.

_A MAN'S hand! I like the feeling of a man's hand on my hip! Not his! _She tried to convince herself in vain.

He still hadn't moved. He was staring at the spot where his hand rested under her blouse. She cleared her throat and he looked up at her, pulling his hand away.

"What? Couldn't hear you over the blow-dryer," he said.

"I said the back is fine now, thanks," she responded.

He half reached for the button at her collar but then pulled away, not knowing how to go about helping her with the front of her shirt.

"Niles," she chuckled "I know it's been a while since you last saw or touched a woman but you can think again if you're assuming you're gonna lay your paws on my puppies! I think I can manage."

"Yes... Um. Yes. Just don't burn yourself."

She frowned at his lack of a comeback "Maybe I should take it off," she said touching the first button at her neckline.

"What?" He gasped.

"I mean, if you could leave the room, I could take it off and dry it faster."

"Right! And your bra too," He blurted.

She looked at him.

"I mean, not that I- You don't have to take it off- it'll probably protect your skin more than- I'll go now," he laughed nervously.

He turned to walk out and pulled the blow-dryer right out of the plug outlet with him. He quickly turned and put the dryer into her hands and rushed out without a word.

She smiled, realizing she had something she could use against him. She just had to decide how she wanted to use it.

"Niyaals" the whine flew past a delicate vase in the hallway and he caught it as he came toward Nanny Fine. He wasn't sure if it was her voice that knocked it off balance or his distracted walk after the scene that had just transpired in his room. In HIS room! He relished the thought that that woman was still in there. Topless.

_What the hell is wrong with me?! _

"What's wrong with you?!" Asked Fran when he finally came into view.

"Nothing's wrong, Miss Fine. What did you need me for?"

"Are ya sure? Ya look like Ma does when she sees a piece of cheesecake in a fridge behind the window of a store that won't open till morning!"

"I'm sure! I'm just not feeling myself today." He said.

"Well then, ya should be feelin' someone else! Hahaa!" She winked and nudged him. He smiled weakly.

_Already have, Miss Fine. Already have._


	3. Chapter 3

Thanks for the reviews! Glad you're loving the story so far! The energy and banter is something I wanted to get just right because I want to honour the CC that lives in me ;)

Sorry I didn't post yesterday - internet was acting up. So I'm throwing in this short chapter to make up for it. Enjoy, people!

CHAPTER 3

"Maxwell! I can't go to the meeting looking like this! My hair is a mess, my shirt looks like a used rag and quite frankly, I think it's shrinking!" CC whined. "How will I charm our new potential investors?!"

"Well, you should have thought about that before you and Niles had a water fight in my kitchen!" Maxwell retorted.

As if on cue, Niles walked into the office with a tea tray. "Oh, sir, she's looking for excuses not to go. When has she ever used _charm _on your investors? Spells, maybe..."

Maxwell put down his pen and pushed his reading glasses further up the bridge of his nose to get a better look at his butler. Or rather, to give his butler a look. "I am NOT in the mood!" He said.

"I think that one is usually directed at you, Caca," Niles teased CC while handing her the cup of coffee she had requested ages ago. She rolled her eyes and shook her head.

"Maxwell, at least let me change!" She pleaded.

"But the full moon isn't until next week..." Niles feigned confusion.

"Niles! It is not your job to continuously insult and tease and put down Miss Babcock!" Maxwell warned.

"Put her down?" That'll be a hefty veterinary bill but I'm glad you're finally putting us all out of our misery." Niles joked.

Maxwell's eyes shot daggers. "...Sir." Niles bowed and made a quick exit.

"Fine, CC, but make it quick!" Maxwell decided.

"Great, I'll just take the limo back to my place, change and then meet you at the restaurant for the meeting at 3pm!"

"What? No! I can't have you arriving late for this one! You'll borrow a blouse from Miss Fine and then we'll be on our way!"

"But Maxwell, come on," she laughed, "Nanny Fine's clothes...I mean, you've seen them, right?" She snorted.

Maxwell just looked at her as if to say he'd had enough for the day. He pressed for the intercom and ordered Niles to help CC find something suitable in Fran's closet.

As per usual, CC was not impressed.


	4. Chapter 4

CHAPTER 4

"Oh, God, you have GOT to be kidding!" CC said with a look of distaste after she walked out of Fran's closet to eye herself in the mirror. She was already wearing the 6th of the few shirts she had deemed 'not as trashy' as the rest of Miss Fine's clothes. She was beginning to worry she wouldn't find anything suitable.

Niles chuckled. "I don't think it's going to get any better than that one. At least it doesn't have spots or stripes or people might mistake you for an animal. Oh... Wait..."

"Oh, can it, Lysol! You're supposed to be helping me! Maxwell is not pleased with us and if we don't find something in the next few minutes, it's BOTH our asses on the line!" She pointed out.

"Yes but if he does hunt us down, he'll get you first!"

She looked at him in confusion.

"Your shiny new coat is a more visible target." He explained and then suppressed a chuckle.

"She frowned at him. "As opposed to your Fred Flintstone get-up? He'll recognize his hand-me-down suits a mile away. Don't think I haven't noticed that you wear the same ones everyday."

When she looked toward the closet once more, he stopped her negative thinking by adding with a sigh, "Miss Babcock, the one you're wearing looks perfect…ly fine."

"It's not very sophisticated. It's a little too… fitted for my taste."

"Ugh, Miss Babcock, it's a feminine shirt! They're meant to fit to show off the curves! It makes you look more womanly! You don't have to dress like a man to be taken seriously! Now put on your red lipstick, spritz on some of your Chanel No.5, fix the back of your hair and you'll look beautiful as always, for heaven's sake!"

CC was taken aback by the words that had bubbled from him so fast that she wasn't sure she had heard the last part correctly.

She said nothing and took the lipstick he was holding out to her. He stood from Fran's bed and began packing away the clothing he had taken out for CC to try on. He was relieved she didn't ask him to repeat that last bit that had slipped out.

While CC smoothed her trademark red lipstick onto her lips, she eyed him suspiciously in the mirror of Fran's vanity table. She caught him looking at her backside. His mind was obviously somewhere else if he thought that she couldn't see him. She smiled and turned to face him and he quickly averted his eyes.

"Well?" She waited for his opinion, arms stretched out as she did a slow twirl.

He looked her up and down. "Yesss." He mumbled more to himself than to her.

"Yes? Yes, what?" She asked.

His eyes shot up to meet hers. "Um. You look good." She started to smile. "You know, for you," he added then offered her a boyish grin.

She grinned and took her purse from him and put her lipstick into it.

"You should undo 2 or 3 buttons," he gestured towards her collar. Her brows furrowed in question but her heart beat out of rhythm.

"I- The male backers will enjoy it that way. I think that's how it's meant to be worn. It's how Miss Fine always wears it." he said with a shrug. She did as he suggested and noticed that he was finding it very hard not to watch her hands.

"CC!" Her boss bellowed up the stairs.

"Coming, Maxwell!"

Niles opened his mouth to shoot her a stinger.

"Don't even think about making a joke about me coming and calling out his name alone in my bedroom!" She pointed a finger at his chest, "And thank you!" She said in the same tone, "for the help and all."

She left to run downstairs and jump into Max's limo.


	5. Chapter 5

Reviews are always welcome :)

CHAPTER 5

_Later that day..._

"Oh, hiya, Miss Babcock!" Fran greeted with a smirk as she entered the office and perched on the desk next to her boss.

"A little birdy told me you were very successful at schmoozing investors at your meeting today. Could it have been the shirt you're wearing? Good taste!" She winked.

"Thank you once more, Nanny Fine. I'll return it tomorrow if that's alright? And I have schmoozed for years now, I doubt the outfit had anything to do with it."

"Oh, no, CC, Miss Fine is right!" Maxwell said as if suddenly having remembered something important.

"In fact," Maxwell turned to look at CC, "When you excused yourself from the table at the restaurant, Mr. McMann asked whether you were seeing anyone. When I informed him you weren't he suddenly became very flashy with his fortune and decided to invest double what he'd intended!"

"He doubled?!" CC exclaimed with glee, completely missing the point of what Maxwell was implying.

"Yes, but more importantly, he requested a second meeting regarding the music for the show. He said he'd like to pick your brain and find out what you had planned. I told him you'd call and make the arrangements to meet up."

"Oh?" CC looked from him to Fran, unsure about what was really happening here. Was this McMann.. man interested in her? Or just the show?"

"Well, when is best for you, Maxwell?" She ventured just to be certain.

"CC, he specified he wanted to discuss it over a quiet dinner with you. Alone," Maxwell said.

"Hooo haaa, Miss Babcock!" Fran nudged her and winked. "I think we need to go upstairs and find a date outfit in my closet!"

"Uh, thanks, Nanny Fine," she put up her hand, "but I think I can find something a little less 'come-hither-and-order-me-some-ribs' in my own closet!" She cackled at her own joke.

"Laugh all you want, Miss Babcock. At least in outfits as eye-catching as mine, you're guaranteed to have your hands on more ribs than you can hold! And I don't mean the food!"

_She has a point, _CC thought.


	6. Chapter 6

CHAPTER 6

Niles was despondent over his home entertainment system having plans to step out for the evening. He needed her around. The blonde was his hobby for heaven's sake. He was walking by Fran's bedroom when he overhead her arguing with the woman in question.

"Have you lost your mind?"

He couldn't resist and stuck his head in the doorway. "That would imply she had a mind to begin with, Miss Fine."

Fran and Niles laughed before CC piped up, "I only need half a mind to destroy your pension plan, Rubber Maid."

His eyes widened in fear, "Sorry," he mouthed.

CC turned to face her reflection in Fran's mirror once more, frowning at the sight before her.

"Oh Niyals, now that ya here, would ya mind comin in for a sec and backing me up? Miss Babcock doesn't think this suits her. Would ya tell her how it matches her eyes?!"

Niles looked at CC, genuinely impressed by her voluptuous figure in the baby blue, figure-hugging dress she donned. It had never looked as good on Fran as it did on the Bitch of Broadway but he'd never admit that.

CC chanced a glance at him in the mirror. She was feeling self-conscious and was not up for criticism but she valued his opinion on taste more than Fran's.

"Eyes... Varicose veins... Yes the dress matches very well!" Niles couldn't give himself away after all.

CC looked hurt. But only for a moment. "That's it! I'm not going! I barely even know the man anyway!"

"Oh, what's there to know? Fran asked, "He's rich enough to be backing your show for double his intended contribution just to impress ya! Now be a good girl and do some backing into him! Haaaaa!" Fran clutched her chest and laughed.

CC joined in with a sly grin. "I suppose it's only polite..."

Niles raised his eyebrows. _Of course the mere mention of the man's wealth would persuade her, _he thought with a slight hint of disappointment.

"Atta girl, now what are ya self conscious for? Ya look hot! That dress is very on-trend! It's called a body-con dress coz of the way it's contoured on ya body, see?" Fran moved her hand to mimic the shape of CC's figure. "The only thing I wish it had was more neon and sparkle… Ya know, a little pizazz!" Fran grinned at the thought.

"and only because it doesn't, I was open to trying it on." CC said.

"So ya like it? I mean come on, Miss Babcock, what guy wouldn't want ya in that?!" Fran asked rhetorically.

CC turned to Niles expectantly. "Aren't you going to say anything?"

"What?" Niles said, "You expect me to make jokes about men not wanting you? I wouldn't do that... Especially since Mr. McMann is paying top dollar to have you. Don't forget to pay your pimp after." He smirked.

Niles was stunned when she turned and rubbed her hand over his upper arm a few times and said with a smile, "Thanks, Niles. I needed one last one before I go."

And she walked downstairs at the sound of the doorbell.


	7. Chapter 7

CHAPTER 7

CC ran to the bathroom under the stairs while Niles made his way down the stairs and to the front door.

While CC was gussying up, she thought about Niles's cheap shot of a few moments before. She was suddenly feeling more at ease since he threw that one at her. She'd never admit it to him but even though some of them were highly offensive, she knew he was just teasing and when she was feeling as nervous or vulnerable as she did in that moment, his comments made her feel at home. It broke the tension… some of the tension at least.

Niles opened the door to a handsome man in a suit similar to one he had 'borrowed' from Maxwell a few weeks back. He'd worn it to accompany Miss Babcock to one of her award shows and she had complimented the garment so he had decided to _prolong_ the process of returning it to Maxwell.

"Miss Babcock!" Mr. McMann looked her up and down and then took her hand to his lips. "You look absolutely ravishing!"

CC was never good at taking compliments or understanding the way men flirted. She got so little of it. She smiled shyly at the handsome investor. "Please," she said, "call me CC."

Mr. McMann turned to Niles. "How do you survive the days near such an astonishing creature?"

"Bug spray" Niles deadpanned.

The looked confused and turned to CC in question.

"Oh, don't mind him," she said, "It's this thing we do."

Niles's heart fluttered at that but when she grinned at McMann and not at him, he felt it sink again.

"Well, stick with me," McMann touched her cheek, "and no servant will treat you with such disrespect."

A stab to Niles's chest. He felt like lurching at the man whose heart was obviously not as handsome as his face was.

"_Servants_," Niles emphasized, "are the only real friends Miss Babcock has." It came out a little blunt but Niles didn't care.

Mcmann scoffed. "Oh, because servants do things for her out of the goodness of their own hearts? Please! You get paid for your help! What you do is _not _a gesture of friendship!"

"I've never been of any help to her." Niles retorted.

CC wasn't sure what exactly Niles's argument was. That all these years he was attempting to show her his friendship by always being candid and honest and not taking on the role of dutiful butler to her? Or was it just another jab about her not having any real friends?

"CC, darling, you should urge Maxwell to get rid of this one. He has no respect for those above his breeding!"

"Oh, I try every day, Damon! No matter what I say to Maxwell, I know he'll never give Niles the boot… A few suits and dress shoes, maybe…" She turned to smirk at Niles. He didn't shoot a zinger back and her smirk dropped.

"Well, sweetheart, we'll see what I can do to make your days more pleasurable," McMann winked at her. "Now we should get going! The more time I have with you tonight, the better our head start will be!" CC giggled nervously.

Niles neared them with CC's coat, ready to help her put it on. She instinctively turned from him and put out her arms before Damon grabbed it from Niles to do the job himself.

"I'll be doing everything CC wants from now on, servant. Seeing as you're never any help to her anyway."

The apparent friction between these two men confused CC. "Let's get going Damon, I'm sure you've made reservations for which we can't be late."

She walked through the door with her coat still left behind in Mr. McMann's hands.

"Miss Babcock has a lot of work to do tomorrow morning and Mr. Sheffield asked that she not stay up too late this evening," Niles said honestly, glad that Maxwell had requested he do so.

Damon used the opportunity to irk Niles with one last blow. "Oh, I'll make sure she's well rested when we're finished. Tell me, butler, how does CC usually like her eggs in the morning?"

Niles was appalled. The man was so forward! "Unfertilized, now go away!" And he slammed the door in demon McMann's face.

_At least she didn't compliment the suit he was wearing, _he thought. He was hopeful that it was because she'd secretly preferred it on him.


	8. Chapter 8

Thanks so much for the reviews... They keep me going and sometimes give me some extra ideas so keep 'em coming! :) A short chapter tonight but hope you enjoy it none the less!

CHAPTER 8

CC followed a step behind McMann as he entered into the quaint but exclusive, new, French restaurant. Usually men would let her lead.

_Well... Niles would, _she thought.

She liked the confidence she had when it looked to other people as if she were in control. Even when she was feeling especially self-conscious and vulnerable.

McMann led them to a table in a secluded corner of the room, where a fire was sizzling and offering heat to the slight chill of the restaurant. She hoped the warmth would make her feel more at home with this man. She wasn't yet convinced that there would be any chemistry between them.

_Give it a chance, CC! When last has a man been this interested in you?! _She thought to herself.

When Nanny Fine had reminded her that McMann had decided to back their show for so much money just for her, she hadn't let the money convince her he'd be a good match. If she was being honest with herself, she was impressed that any man could like her that much and show it with such a grand gesture.

Of course, Niles thought the man's wealth was what pushed her into it but how could she go against the persona that Butler Boy had created for her? He'd know his zingers would no longer work and she'd secretly hate for the barbs to stop.

A waiter pulled out her chair for her as McMann removed his own coat and sat in a booth-type seat opposite her. CC sat and looked around.

"I've never been here before. The decor is stunning!" She said.

"I'm glad you're impressed. I was worried you'd been to every exclusive restaurant in New York." He replied absentmindedly, scanning his menu.

CC eyed him. She wasn't sure if that was a compliment at her breeding or a snipe remark at her spoiled lifestyle. Whichever it was, she didn't like the comment for reasons she couldn't quite pinpoint. So she said nothing.

The waiter arrived once more, this time offering his name, bread for the table and a review of the chef's specials for the day.

CC was about to order a drink when Damon cut in and ordered for her.

"The lady and I will be having brandy," he said.

"Um," CC smiled, confusion written across her face, "brandy?" She asked. The waiter stopped from walking away and looked at her, ready to change her order.

"You know what they say. Brandy makes you randy!" He winked at her and laughed. She laughed too at his sudden brazenness.

His confidence that they would hit it off _that well _amused her and gave her some confidence in herself at the same time. It had been so long. At least she knew he wasn't with her for her money. An equal playing ground made her feel more at ease. And made her feel more wanted on a personal and physical level.

"Brandy will be fine," she said to the waiter with a smirk. McMann grinned at her and moved his leg toward hers, slowly grazing his calf along hers.

She looked up at him but his eyes were on his menu once more. She decided she liked the physical contact. In any case, Niles always said she never got any action on her dates. This one seemed to be going somewhere, and fast.


	9. Chapter 9

CHAPTER 9

"Hey, Niles. What ya making?" Fran asked as she entered the kitchen and opened the refrigerator.

"Cheesecake," he said, unusually devoid of a friendly smile.

Fran noticed his demeanor and instantly became worried. Or, to be more precise, became curious.

"Ah, Miss Babcock's favourite? Sneaky you, making it when ya know she'll be out for the evening!"

No response. "Uh, why the long face scarecrow? Ya missing someone?" She dared a guess.

She remembered the last time she had stepped out as a fifth wheel with CC, Val and their dates. Niles had been depressed about Miss Babcock going out and had encouraged Fran to join them.

Niles was quiet for a few seconds. Likely deciding how to talk about this. He decided on the safest route for his health and sanity - the truth. Well... Some of it.

"You didn't happen to meet Miss Babcock's date did you?"

"Nah, why do ya ask?" _Aha, my Yenta Central receptors are definitely on track, _Fran thought.

"I was just wondering whether he's that flippant and rude with all people below his class or if its just in my head."

"Whad'ya mean? What did he say to ya?" Fran asked. _Maybe I was off track. This doesn't seem to be about Miss Babcock at all. _

"Oh, he just made a few degrading remarks. Nothing like Miss Babcock's though."

_Aaand there it is. Can't go without a name drop. _Fran smirked.

"I'm sure he didn't mean it. What could he possibly have against you?"

Niles pondered. _Why do the haves always bully the have-nots? _

_"_Well, I can change a light bulb, look after the children, cook, clean AND handle Babs, all in one day. Maybe he's angry that he can't log on to eBay and just buy my secret on how to do it all," Niles winked.

"Ha-ha! Good one! Add Jewish doctor with mansion to that list and you'd be the perfect catch! I woulda stolen ya myself, mistah!" Fran slapped him lightly and laughed and even though Niles knew she was joking, he was bothered that her remark reminded him of his inadequacies.


	10. Chapter 10

Sorry for the brevity of the previous chapter... Sometimes I feel that it would ruin some of my "scenes" if I added to much to them. Hope you don't mind :) Here's the next chapter!

CHAPTER 10

The evening was passing by awefully slowly for CC. She just wanted to move it along so she could either get some rest or get some action to brag about to Broom Hilda so that she could prove him wrong and see the look on his face when he hears that she is officially seeing someone. She giggled to herself as she took a sip of her brandy.

"So, Damon, you wanted to discuss the music for the show?" She asked him. They'd hardly had any stimulating conversation throughout their main meal so she was grasping at straws now.

"No. Not really." He smirked and slid his leg along hers once more.

CC was amused and smiled at him shyly. "So... What would you like to talk about?" She asked.

"You."

"Um..." she giggled. "Okay... Anything in particular?"

"He patted the seat of the booth he was sitting at, encouraging her to get off of her chair and round the table to sit on the comfortable seat next to him. She put down her fork and did as he suggested, scooting in close beside him.

She felt strange doing as she was told. It wasn't in her nature. Unless it was Maxwell asking her to do something but even then, she always made attempts to change his mind and get her way.

"Let's talk about how much I love this dress on you," he said as he slid his finger slowly across the sweetheart neckline of the garment. She trembled slightly at his intimate touch. Usually men seemed almost fearful of coming near her.

"It matches your eyes."

_And my varicose veins?_ She mused, admitting that maybe Niles's joke was a little bit funny.

"Thank you," she said, patting his knee and smiling up at him.

He picked up a large, chocolate-covered strawberry from his dessert dish and held it up to her mouth. She opened her mouth and took a bite. As she slowly chewed, he put the rest of the strawberry into his own mouth and watched her lips move as she chewed.

_He's going to kiss me. Do I want him to kiss me? _She thought, and swallowed, licking her lips.

He pulled into her slowly, touching her jaw lightly with the tips of his fingers.

She felt strange, kissing him. She knew the slow pace was meant to be sensual but it gave her too much time to think. She found she was reminding herself to concentrate on enjoying the moment. Perhaps the brandy was inhibiting her focus.

His lips left hers and he smiled at her, their heads still close.

She could smell the brandy on his breath.

She hated that smell.

"We should get going soon. I still have some paperwork to pick up at Maxwell's before heading home. So much work to do tomorrow. Max is a slave driver..."

"I see. I just kissed you and already you want to run? Would that imply you're not interested in having a second date?" He asked, sliding his hand along her lower back.

"This wasn't a business meeting?" She smirked.

McMann grinned and moved her hair to kiss her neck. CC found it difficult to say no when this was the first man in years to notice the colour of her eyes and show his obvious attraction to her.

_It'll take time but I'll get to his level sooner or later, _she thought.

"A second meeting wouldn't be the worst idea," she said as she slid out from the booth seat and adjusted her dress as she stood beside his seat.

"Good," he said. "Can't wait to see what you'll wear next." He brushed the back of his hand along her leg just above her knee and she shivered. She wasn't sure if this kind of public display was meant to feel uncomfortable or if she just wasn't used to being one half of a couple in public.

McMann drove her back to the mansion, walked her to the door and pulled her tightly against his chest.

"Thanks for dinner," she offered.

His eyes were hooded. He smiled at her chest. "I only hope you'll pay me back in some way." He said with a cocky raise of the eyebrow.

"Oh, Damon!" She laughed deeply. "You're impossible!" He twitched at the sound of her laugh, pulling her closer for a kiss.

She kissed him back gently and pulled away before he could get any ideas... And before the brandy she'd had would allow things to develop. "We'll arrange for a second meeting soon," she said with a smile as she reached for the door.

"Be careful what you wear to our next meeting CC. Your figure could kill a man." He said, clutching his heart.

She laughed and watched him as he winked and got into his Mercedes. As his car sped down the street, she turned the door knob to enter the mansion, hoping it was still open and that _someone_ would be awake…


	11. Chapter 11

**Before you have a coronary after reading about the "progress" CC and Damon are making, here's a little incentive to keep you reading: It goes a little something like this…**

CHAPTER 11

Niles had heard her laugh from where he sat in the living room. What was she doing here? Coming to torture him about his lack of a love life now that she so conveniently had one?

He heard the doorknob turn but not open. He knew he had already locked it. He got up, glass of brandy in hand and walked toward the front door to open it before she could even ring the doorbell.

CC still stood smiling with her hand grasping the doorknob from the outside as Niles pulled the door open. She almost stumbled but never angered.

"Oh, waiting up for me, were you, old man?" She smiled a toothy grin.

"No. I felt evil lurking near the house and thought I should check it out. What are you doing here? It's late."

She moved past him, almost stumbling once more at the step down into the entrance hall.

"Ugh, Babs! Been drinking again? No wonder he sent you home early."

"Not that it's any of your business, rent-a-yenta, but we had a great time. In fact, the only reason the night ended was because I remembered I had to come over to pick up some paperwork!"

She walked in the direction of the office, stopping when she saw the bottle of brandy on the living room table.

She laughed.

"What?" He asked, moving to her side and following her line of vision to look at the empty bottle.

She looked beside her and spotted the snifter cradled in his hand. She looked up at him and took it without saying a word.

"That's mine... And it seems like you've had enough," he said, taking the glass from her and trying to shield it behind his back. She wrapped her arm around him to try to take it from him, giggling.

"Give iiiiiit..." She whined when she couldn't reach.

She was so near him and he couldn't help being distracted by her cleavage in that dress. Miss Fine never filled it out quite like this.

"Stop it," he said, more to himself than to her.

"I think you've had enough too," she said, "Your breath reeks of brandy!"

She loved that smell.

She looked at his slightly parted lips. She was hardly reaching for the glass anymore but her arm was still stretched around him.

"Well then it's time to get into bed," he said.

She raised her eyebrows. "Niles!" She said in mock surprise. "I just got back from a date and you're already coming on to me?" She laughed and made another poor attempt at reaching for the glass.

Niles realized the ambiguity of what he'd said. "I meant since we've both had a little too much." He added.

She knew he meant they should _sleep_ off the alcohol _separately _but she was in a cheeky mood.

She looked up at him to find his eyes floating along her shoulder to her neck.

"I know, Rubber Maid," she grinned. "It's the only way we've ever done this kind of thing." She teased and rested her outstretched arm on his lower back, forgetting about the glass she had been reaching for. She held in a chuckle.

Her comment and gesture seemed to get to him. He grunted in frustration, not tearing his eyes away from her neck and when his head swiftly dipped to her shoulder, she thought it a sign of frustration too... until she felt his parted lips begin to graze across the skin at her collarbone. He didn't dare kiss her.

She felt his hot breath on her skin and turned her head towards his, smelling his freshly washed hair with closed eyes. Her heart was pounding.

His hands were still behind his back, firmly grasping the glass. Her arm around his waist the only thing holding them together. She boldly moved her free hand to touch his hair. Neither of them dared to kiss the other first.

When he felt her delicate fingers lightly feather through his hair and come to rest there, he slowly moved his drink-less hand to her waist, barely touching her. She tore her hand from his hair and felt for his hand, slowly drawing it tighter around her waist as she sniffed his hair.

Her action gave him confidence and he slowly turned his head up from her shoulder to her neck to her jaw, never opening his eyes. He breathed in the scent of her perfume. They still hadn't looked at each other. They still had their eyes tightly shut.

She drew her head back from his temple ever so slightly. He grazed his still-parted lips against her jaw and she ached for him to speed up and kiss her. She felt the blood rushing to her face to colour her cheeks.

He slowly kissed her cheek, almost gingerly. She moaned, open-mouthed and lowered the arm she had wrapped around his back so that her fingers grazed the top of his buttocks. She tugged him closer and felt him twitch.

At the sound of her voice, he began to lift his hand from her waist as if he was suddenly realizing what they were doing. She reached for his hand once more and firmly slid it lower from its place on her lower back, urging him to cup her ass.

When she lifted her hand from his, he hesitated for a moment but then she sighed and smiled when he gave her a slight squeeze. He moved his lips closer to hers painfully slowly.

She felt his laboured breathing against her chest. She, on the other hand, held her breath, waiting for the contact. Just as he reached the corner of her mouth, he half whispered, "Miss Babcock..." His voice croaked.

She had never felt more aroused than in this moment. _This is what 'sensually-slow' is meant to feel like, _She thought.

"Yes... Niles..." She breathed onto his lips, the lipstick she was wearing slightly sticking to his lips. He groaned at the way she said his name. He parted her lips with his. She sighed audibly into his mouth but before she could close her mouth around his, he pulled back slightly.

He cleared his throat softly, still holding her but fearful of making eye contact.

"You have, um, papers to collect..."

She just looked at him, her face still flushed, her lips still parted and her eyelids heavy.

"Wha-." She panted. "Yeah. You're right."

They quickly distanced themselves from each other and she felt a sweaty chill on her ass when his hot hand was no longer there.

He swallowed hard and they both looked down at the floor. He realized he was still holding the snifter of brandy and he moved to the table to set it down.

When he turned back around. She had disappeared through the office doors.


	12. Chapter 12

CHAPTER 12

When CC entered the office, she headed straight for the desk, found the paperwork she needed and then stopped abruptly, looking at the door. She wasn't ready to face him. _Why does this keep happening? _She asked herself.

She moved to the green love seat and sat down. She breathed deeply, trying to get her body under control with all of the adrenaline still rushing through her. She hated having time to think. Especially about him. Especially if it had nothing to do with cooking up really good zingers.

_Oh God! _A sudden thought occurred to her. _What if this was a joke? He's messing with me! He's the one who insinuated something less innocent when I said he was drunk. He's the one whose lips touched my skin first. He's the one who ended it abruptly...What was I thinking?!_

CC stood, suddenly angry with herself for thinking she could trust her own feelings. Babcocks weren't bred to act on impulse that way. She stormed through the office door, papers in hand. She expected to see him in the living room but he wasn't there. Neither was the brandy.

_Kitchen!_

She galloped to the heart of the home. Funny how he was always there...

When she peered in quietly, he was merely sitting at the kitchen table, staring at his hands. "Miss Babcock..." He whispered to the table.

"What!"

Niles jumped. "Oh, um. Did you get what you were looking for?"

"... I. I'm leaving now. Lock up behind me?" She said and pushed through the swinging door.

He grabbed the limo keys and ran to open the front door for her. Would you like me to drive you?"

She looked at him and he could tell she was questioning his motives.

He held out the keys. "Or you could take the limo and bring it back tomorrow."

CC looked at the keys, still unsure of him.

He felt uncomfortable whenever she went quiet. "Unless you have your broom parked outside?" He half smiled, wondering if that's what she was waiting for: a little normalcy or routine, a little familiarity.

She took the keys from his hand, looked into his eyes, smirked and retorted, "Not in this dress."

They both hesitated for a moment then with a slight nod, she quietly greeted him. "... Bellboy."

She turned and left and took his heart with her. As he shut the door and locked it, he pulled out his handkerchief and attempted to wipe the spot where he had felt her lipstick stick to his mouth. He suddenly caught himself wondering whether McMann had done the same that night... Whether McMann was responsible for her being _in the mood_ when she saw him. Suddenly the moment seemed ruined.


	13. Chapter 13

CHAPTER

Saturday morning's alarm buzzed right through the dream CC was still enjoying. She reached for the snooze button without opening her eyes. She twisted and stretched pleasantly in her bed, attempting to wake her muscles slowly. It always made her feel sexy when she could move her body so freely in the linen and let her hair get messed up before she fixed it for the day ahead.

CC smiled to herself, unsure why she was in such a good mood. She felt like she had experienced a great valentine's night last night even though she was sure she hadn't. She stretched her arms and brought her hands to her shoulders. When she touched her neck, she realised she was smiling and slowly opened her eyes.

Her smile ceased however when she spotted the dress she had worn last night, reminding her why her shoulders and neck were especially sensitive this morning. The skin cells there had tingled last night.

_Great, _She thought to herself,_ even my subconscious self needs to be reminded that he likes to play pranks. Get your head in the game CC!_

The alarm clock buzzed and she hit it once more. She sat up and lifted the spaghetti strap that had fallen from her shoulder. She rubbed her eyes and stood from her bed to look at herself in the bathroom mirror.

She still had a hint of a smile that she couldn't get rid of and she chastised herself for it.

_It's just like that poem, _She thought, How did it go? _Men are like buses... You keep waiting for one to arrive and it never comes. Then, when one finally does, 2 or 3 others suddenly appear... Or something like that. Not that Niles was attracted to me. And not that I know what it's like to take the bus. _She snorted.

She had definitely been attracted to him last night._ Or maybe not him. Maybe it was just the feeling of a man so near. Or maybe... _Nope, that's all she could come up with.

She lifted her black, slinky, satin nightgown over her head to hop into the shower. When she looked at the new detachable showerhead with all of its spray settings, she couldn't help but release a low giggle.

She thought back to the water fight with Niles; how he had drenched her blouse; how he had pointed out that he could see her bra; how he had helped her dry off in his room...

She unhooked the shower head and started adjusting the spray settings, letting the warm water run over her while thinking about all the what ifs of that day...

She began to imagine that bedroom scene taking a completely different turn...

_**He half reached for the button at her collar but then pulled away, not knowing how to go about helping her with the front of her shirt. **_

_**"Niles," she chuckled "I know it's been a while since you last saw or touched a woman but you can think again if you're assuming you're gonna lay your paws on my puppies! I think I can manage." **_

_**"Yes... Um. Yes. Just don't burn yourself." **_

_**She frowned at his lack of a comeback "Maybe I should take it off," she said touching the first button at her neckline.**_

_**"What?" He gasped. **_

_**"I mean, if you could get me one of your towels to cover up, I could take off the shirt and dry it faster." **_

_**"Right! And your bra too," He blurted. **_

_**She looked at him. **_

_**"I mean, not that I- You don't have to take it off- it'll probably protect your skin more than- I'll get that towel now," he laughed nervously. **_

_**He turned and pulled the blow dryer right out of the plug outlet with him. He quickly span back around and put the dryer into her hands and rushed toward his bathroom without a word…**_

_**When he came back in, he stopped dead in his tracks when he saw her standing with her back to him, wearing only her bra and pencil skirt. **_

_**She was blow-drying the front of her bra when she turned her head to flip her hair back and noticed him. She put the dryer down and turned to take the towel to wrap around herself. **_

_**"What? Now you're used to stripping down and parading around a strange man's room in your delicates without asking for a tip?" He smirked. **_

_**"While I won't deny you're a strange man, you pointed out that you'd already seen my bra through my blouse earlier so it would hardly be a strip-tease." She stuck out her tongue and sat on his bed, pointing the dryer at the shirt she was holding. **_

_**"When are you not a tease, Babcock?!" He said. "And please get up, your skirt's still wet!"**_

_**She stood, tossed the blouse to him and gave him the blow dryer. Then she reached under the towel and unzipped her skirt, letting it fall to the floor. **_

_**He stood, mouth agape but still holding the dryer up to her blouse. **_

_**She moved toward him and held up the skirt. He started to direct the dryer in her direction and noticed how her towel would flap open a little at her thigh whenever he dried the bottom edges of the skirt she was holding up. He made a point of drying those edges.**_

_**"I think it's lost most of its dampness. My underwear is still soaked though. Point the dryer at me and close your eyes." **_

_**He did as he was told. She held the towel open, twisting her body slightly every now and then. **_

_**He chanced a peep. "Hey!" She caught him and wrapped up. **_

_**"Oh it's not like I can't handle it. I practically raised Brighton - you've got nothing I haven't seen before!" He teased. **_

_**She wanted to get him back for that one so she dropped her towel and stood with her hands on her hips, looking him straight in the eye. He sucked in his breath, taking in the sight of Babs in her lacy black underwear that seemed quite feminine and delicate in comparison to her tough persona. **_

_**She was looking particularly smug. He needed to make her feel vulnerable so he reached for her bra strap. He placed his hand under it, palm up, pretending to be intent on drying it properly. Her arms dropped to her sides, a little taken-aback but she merely watched him without a word.**_

_**He moved his hand and stuck his fingertips under the bottom of her cup to lift it slightly from her body and continue drying. Still, she said nothing. **_

_**So he moved his hands to her back, arms wrapped around her. He pulled at the waistband of her panties and blasted heat between her bikini briefs and the soft skin of her ass. He kept his eyes glued to hers. Still, she just looked at him. **_

_**He moved closer so that he was snug against her chest. He could feel that there was still a slight dampness to her bra. She breathed in deeply. **_

_**"Move it, it's getting hot." She said. **_

_**"The dryer?" He asked and began to shift. **_

_**"No."**_

_**She slung her arms around his neck and pushed her body flush against his, kissing him hard. He dropped the dryer and it pulled out of the wall socket and turned off. **_

_**He grabbed her ass through her panties and she moaned in delight, trying to lift her leg around him instinctively. **_

_**She pushed him onto the bed and straddled him where he sat. **_

_**She arched into him and he pulled at her ass to force her even closer. She grabbed his face on either side and he opened his mouth to take in her forceful tongue as he slid his hands up the sides of her body.**_

_**When he reached the sides of her bra, he moved his hands slowly towards her full breasts, lightly feathering his hands over the material. She grabbed one of his hands, urging him to knead her breast harder. **_

_**He squeezed and she let out a sigh that sounded almost surprised. **_

_**He enjoyed that and continued to knead. She began to nip at his neck and jaw, simultaneously unbuttoning his shirt. He removed his hands from her breasts and she almost scolded him for it until she felt his hands slide into either side of her panties and grab at the bare skin of her butt cheeks. At that, she ground herself into his crotch and he squeezed her harder.**_

_**She reached down between them to pop the button of his suit pants and undo his zipper, all the while kissing him feverishly. **_

_**He kicked off his shoes while his hands pulled down the straps of her bra and he let them hang down at her shoulders without removing the garment.**_

_**He lifted her to swiftly turn them around and place her on her back. He pushed down his trousers and briefs before moving over her. He began to kiss her once more...across her shoulder, neck, chest… **_

_**She was growing impatient and wrapped her ankles around the backs of his thighs, pulling him closer. **_

_**He stopped suddenly and looked at her face. **_

_**"What? Why are you stopping?" She panted.**_

_**He smiled as he moved a lock of hair from her forehead. "You're beautiful."**_

_**She looked up at him, raising her eyebrows. **_

_**He slid a hand down and touched her through her panties. She was still looking at him and gasped open-mouthed at the contact. He relished the look on her face and she pulled his face to her neck. He kissed her and pushed his manhood against the material of her now damp underwear. **_

_**He groaned and, with one hand, ran his fingers along the leg of her underwear towards her centre, grabbing at the scrap of material between her legs. He tugged it down to her knees and she wiggled to kick them off completely.**_

_**They paused and looked into each other's eyes. He gently slid his pelvis against hers, moving higher on her body until the head of his shaft made contact with her core. She involuntarily bucked her hips against him so he grabbed her hips and held her firmly against the bed.**_

_**"Feel the moment. "He said huskily.**_

_**She sighed audibly and felt him slowly-**_

BBBZZZzzzzzz

"Oh, you have GOT to be KIDDING me!" CC shouted towards the bedroom where her alarm clock was buzzing.

_I need to learn to turn that thing off instead of hitting snooze out of habit every time. _She shouted at herself.

She quickly scrubbed herself down, turned off the shower and hopped out to get ready for work. She didn't even want to think about why she had just had that fantasy. She decided to tell herself it was nothing to worry about.


	14. Chapter 14

CHAPTER 14

"No, I'm sorry, Mr. McMann, CC hasn't yet arrived but she should be here shortly. I'll let her know you rang. Alright then. Goodbye." Maxwell hung up just as Niles walked out of the office.

"Oh, Niles, old man. Could you come back in here? I seem to have misplaced some papers and CC will be livid if they're not here when she arrives... She was supposed to come in earlier for them but she's still not here..."

Niles watched as Maxwell looked through some of the paperwork already scattered on his desk.

"Um, sir, Miss Babcock picked up some documents last night." Niles said as his mind wandered back to the night before, hardly listening to what Maxwell was saying.

"Oh, she did? Perhaps that's why she's not already here. I didn't realize you'd given it to her. Did she get it all?"

Niles's eyebrows bolted to his forehead. "Pardon me, sir?"

"The documents. Did you give her both folders? The second one had the plot climax for the show. I know she'd scanned through some of the first part so she might not have needed that one but did you give CC the climax?"

CC strolled through the office door in time to hear the wrong end of that question. She stopped dead in her tracks and looked at Niles.

"Ah! CC, Niles was just telling me you came here last night." Maxwell said, looking down at the notes in front of him once more.

"I did not!" She said, wide-eyed and blushing.

She looked over at Niles who quickly shook his head.

Maxwell looked up. "You didn't collect the revised plots then? Where could those darn folders have gone? He asked as he looked through the mess on his desk once more.

She opened her mouth in realization. "Oh! Yes! Yes, I did. Sorry I thought you were... Um. Yeah, I read 'em" She said quickly, waving a hand to appear as casual as possible

She glanced at Niles who was still looking at her. When he realized she saw him, he quickly busied himself with the tea tray he had laid out.

CC didn't know what to do with herself with him in the room. Especially with that morning's shower fantasy still fresh in her mind. "I'm going to get some coffee from the kitchen," she said and hastily left the room.

"Oh, good idea!" Maxwell said. "Niles could you bring a fresh cup for me too? I meant to tell you that tea you have there is a little woody for my taste so don't pour it."

"Yes, sir." Niles said, not particularly bothered as he'd already brewed a fresh pot of coffee in the kitchen.

"And please inform Miss Babcock that Mr. McMann rang for her."

"Yes, sir." Niles repeated, only this time with a little less enthusiasm.


	15. Chapter 15

CHAPTER 15

Niles took his time getting to the kitchen. When he reached the swinging door, he slowly opened it and peeked inside to see if Babcock was still in there. She was.

CC hadn't yet poured her coffee and was standing near the sink, unbuttoning the first few buttons at her collar and dabbing at her décolletage and neck with a damp cloth. She tossed the cloth back into the sink in front of her and leaned her hands on the counter, dropping her head and letting out a slow and steady breath.

Niles decided it was safe to walk in - now that he was armed with an insult.

"Those symptoms of menopause can be quite bothersome, huh, Babs!" He taunted, pointing to the damp cloth she had used to cool herself.

Her head snapped in his direction.

"Oh, so now you admit that I'm a real woman - like you!" She jeered.

He couldn't hide the smile. "You know, there are pills to help control those hormones nowadays." He teased.

"Well! You should've taken a couple last night." She tossed as she reached for the coffee pot at the same moment he did.

"_I _should've?! You should trace your steps of what happened last night, Babs. Then you'll see who needed to control their hormones." He said, attempting to take the pot from her before she had used it.

She held onto it firmly and retorted in a low voice, "You'd love that, wouldn't you."

He just looked at her, speechless. It would be hard to deny he wanted a replay. Especially while images of the night before began flashing through his mind as he glanced at her lips.

She let out a slow, evil laugh and let him have the coffee pot. He poured a mug for Mr. Sheffield and turned to pour the remaining coffee into the mug CC was holding in front of her.

She took a sip of hers and moaned in delight. "Mmm...so good."

He took a long sip of his to mask his amusement and to pretend he wasn't focused on her.

"Isn't that Maxwell's mug?" She pointed out.

He looked down.

"Yes," he said. "But he doesn't know the half of what goes on in this house." He winked and it intrigued her.

He set down the coffee pot and left to return to the office, Mr. Sheffield's mug in hand.


	16. Chapter 16

CHAPTER 16

When CC returned to the office, Niles had already served Maxwell his coffee and left.

"Ah! CC, did you ring Damon McMann?" Maxwell asked.

"What for?" She questioned.

"He called here looking for you earlier. Didn't Niles inform you? You know that butler of mine could ruin countless business prospects if he keeps this up! Niiiiileeees!" He shouted.

Niles sauntered in. "Did you remember to tell Miss Babcock that Mr. McMann rang for her?" He said with annoyance dripping from his clenched teeth.

Niles turned to CC. "Oh, that reminds me, Miss Babcock! A demon?... rang for you. You really should take your family calls at home."

She eyeballed him.

"What did he want, Maxwell?" CC asked.

"He said something about having a second meeting." Maxwell said.

"What? Your date went so terribly that he's calling for business reasons?" Niles said, attempting to gain her attention... And a little information.

CC laughed. "Actually, its not business at all. It's a private joke between Damon and I."

Niles snorted. "Oh, well, great job on your choice of code words," He said sarcastically. "...Second meeting." he laughed.

"Everyone who has actually had a date this month, raise your hand!" CC said smugly and raised her own.

Niles pursed his lips, beaten, and so did Maxwell until Fran waddled in.

CC smiled triumphantly and sipped on her coffee.

Niles returned to the dining room to clear the mess left by that morning's breakfast.

As he packed away the dinnerware in the shelves next to the alcohol cabinet, he spotted the empty bottle of brandy from the night before. He had hastily stashed before Mr. Sheffield had come downstairs for a midnight snack. He removed the bottle from the cabinet to throw it out. He placed it on the dining room table as he straightened the table cloth and then crawled under the table to reach for a fork which Gracie had dropped during breakfast.

Meanwhile, CC had excused herself from the office to make a call to Damon. She dialled his number on her cellular phone as she strolled around the house, looking for privacy. When she found herself in the dining room, she spotted the empty brandy bottle on the table and smiled to herself, taking a seat at the table and fingering the bottle as she waited for Damon to answer.


	17. Chapter 17

CHAPTER 17

When Niles saw her legs appear under the table in front of him, he froze. He knew it was her. He recognized the way she crossed her legs. Her shoe slipped off and he looked at her foot, which was freshly pedicured in a flirtatious shade of red and almost completely visible through her nude-coloured stockings. Her hands were always plain or French-tipped. The red varnish on her toenails was surprising.

_I always knew she had a cheeky side to her, of course, _he thought. She began stretching and circling her foot as she played with the bottle in front of her, completely unaware that Niles was under the table. He didn't touch her. He told himself he was trying to think of a trick to play on her but watching her was distracting.

Suddenly, he heard her voice. "Hello, Damon!" She said, excitedly.

_Oh no, _Niles thought, _I don't want to be under here if he's in the room!_

He heard a muffled voice. _She must be on the phone, _he realized, relieved.

She laughed that low laugh he loved so much. The one she had always reserved for him when she was proud of a good zinger she had offered him. Now she was using it on someone else. He pursed his lips as he shifted to sit a little more comfortably under the table.

"Well, with all the brandy you fed me, I'm not surprised you found me so entertaining," she giggled.

_Ah, of course. That's why she laughed when she saw the brandy I was drinking last night. She was thinking of demon mc moron, _Niles thought in annoyance.

"Oh-ho, well I'm not the kind of girl to get to second base on a first meeting," she teased. "I need to be sure I can trust a man before I let him touch me so... intimately. Either that or he'd have to do something to really turn me on..." She giggled. She'd never spoken like this to a man before but she felt as though it was expected in a relationship with this type of man.

Niles thought back to the moment they had shared in the living room. She had moved his hand to her ass, urging _him _to cup her intimately. Even though he hadn't kissed her that night, he had, technically, got to second base and she had led the way. He smiled smugly.

_So she trusts me? Or I did something to 'really turn her on' AND she hadn't let McMoron get that far. _He relished the thought but was a little confused. What exactly had he done that was such a turn on for her?

... And how could he do it again?

_To get rid of McMann, of course._

_I mean, because he's annoying, not because he's with Babcock. _He tried to stifle the side of himself that was pointing out his true motives.

He was pulled from his thoughts when he heard her gasp.

"Damon, you are so naughty!" She squealed. "I'm at work, I can't do that! Well... Yes, technically I'm alone in the dining room... I haven't done it before..."

Niles wondered what she was talking about. _Sex? _He threw his head back in a silent laugh. She would have enjoyed that zinger.

He put his hand over his mouth, nervous that a sound might escape. He continued eavesdropping.

"Alright, alright..." She said, seemingly giving in to whatever McMann was begging for.

"Um... I...don't know what to say... You start!"

He had presumably asked her what she was wearing and obviously wasn't satisfied with her answer by the sounds of her second attempt to answer him...

"Well, it's somewhat fitted... No, my bra isn't visible, I'm at work!" She giggled.

"Okay... I'm unbuttoning the first few buttons... but Damon, someone might walk in here at any moment so I'm not going all the way with you on this one, just sayin'"

Niles was glad when he heard that. He had realized McMann wanted to do some dirty talk with her and was worried how far she might take it. He was especially worried because he was sitting right there, under the table.

"Why?" She asked into the phone. "Ohhhoooh, so you're getting me ready for later, are you?" she said with a slightly deeper voice. "Okay..."

Niles saw her hand appear under the table to lift her loose skirt to her thigh. He got an up-close view of her crossed legs in her thigh-high stockings. She slid her hand a little higher and Niles stopped breathing out of panic... and curiosity.

He slowly released his breath when he realized she was unclipping her garter. She began to roll the stocking down with one hand and he swallowed, enjoying the view. She lifted her leg slightly as she got near the bottom of her calf, almost unable to pull it off completely without bending under the table. She slipped off her shoe and pulled off the stocking completely.

Niles gasped inaudibly as she uncrossed her legs and then recrossed them in the opposite direction to unclip her garter belt at her other leg.

"Ok," he heard her say, "They're off..."

She chuckled evilly at something she heard over the phone. She began lifting the thigh of the leg that was crossed on top so that she could slowly rub her thighs together. Niles was conflicted. He wanted to enjoy this but at the same time, he was annoyed that it was Damon turning her on. He watched as she slipped her heels back on and stuffed her stockings into the handbag which she had placed on the seat next to her.

"Yes, Damon... I am..." Niles heard her whisper the next part, "touching myself."

She obviously didn't want any eavesdroppers to hear... _Either that or she didn't want Damon to hear that she was lying_, Niles thought as he noticed her hand was still in her purse and the other was presumably still holding the phone to her ear.

Niles rolled his eyes. _Even when Babcock does manage to find a man to date her, she still doesn't lose herself in the moment and just enjoy it._

_Unless,_ he thought, _McMoron doesn't turn her on like I did! _ He grinned to himself.

He heard her whisper a few more dirty lies as she got up from the table to peek through the door to see if anyone was coming. Then she returned to the table, picked up her handbag and said with some forced heavy breathing, "Yes... ah, Damon...Oh, Yes!"

Niles was in silent hysterics. He was going to love having this to hold over her head. That and the fact that she was really bad at faking it. She always either overdid it or undersold it, whether it was dirty talk with a boyfriend or pretending to like someone to get a big investment in a show.

She forced a giggle that was half hummed. "We'll see. Depends how things progress later tonight." She said. "You, too, Damon." And she hung up.

Niles lifted the tablecloth as he heard her heels clicking out of the room.

He quickly came out from under the table and grabbed the brandy to throw it out. He noticed one of her thigh-high stockings on the chair where she had placed her handbag. He grabbed it and put it in his blazer pocket to use it against her later.


	18. Chapter 18

CHAPTER 18

The day was passing too quickly in Niles's opinion. He was having a hard time figuring out how to use the new dirt he had against CC.

He was in his bedroom when he reached into his blazer to pull out the incriminating evidence. As he brushed his fingers over the material of her stocking, he felt an unusual rush that he didn't usually experience while cooking up an anti-Babcock plan.

He lifted the silk to his nose, without thinking. It smelled like her. _Maybe it's a scented body lotion, _he wondered. Then he frowned at himself and quickly stuffed the garment into his bedside drawer. _You need to get out more, _he told himself, _Of_ _course anything would smell good when you're inhaling detergents all day! _He snorted.

CC stormed into the kitchen. _Where is that nuisance of a man?! _She thought. When she couldn't find him, she walked up the back stairs from the kitchen. She was a little nervous to be on his territory. He'd have the upper hand.

She rounded the corner and saw him coming out of his bedroom - the place she last set foot in when drying her wet clothes after the water fight. But she couldn't let that distract her now.

She stormed at him like a raging bull and pushed him out of the way to see where he could have stashed her stocking. When she had realized it was missing from her handbag and that it wasn't in the dining room, she knew he was the only one who could have had it.

"Alright rubber maid, where is it?" She shouted.

"Where's what? He asked.

"You know exactly what! Don't play dumb."

"I have to in order to talk to you on a level you'd understand."

"Oh-hoh, that's hilarious, Niles!" She said, dripping with sarcasm. "Now give it before I make minced meat out of your domestic ass!"

"I said I don't know what you're looking for, now calm down! Geez, keep your stockings on, for goodness' sake!" He couldn't hide his smirk.

"Oh, that's IT!" She said with warning and began rummaging through his closet. He quickly dipped his hand into the end table behind him and put the stocking into his trouser pocket before rushing to her in the closet.

"Stop messing up my organized clothing rails!" He groaned as she started throwing his possessions around when she couldn't find what she was looking for.

"So now that the tables have turned, it's annoying? It wasn't an issue when you threw my things around in Atlantic City looking for your wallet!" She shot him an angry look.

"Yeah, you enjoyed that!" He said.

"Oh, please." She said, moving into his room to check the end tables.

"What do you mean 'oh please'? You were eager to help me that night." He moved near her back where she was bent over the end table. "In fact, if I recall, you even offered to use..." He lifted his stocking-covered hand to the side of her face. "...a hand puppet."

When she heard that, she turned her head slightly to come face-to-face with her stocking... on his hand. She slowly turned to face him.

"Give. That. Back." She said, slowly inching towards him.

Niles took a small step backwards every time she advanced, all the while holding up his hand and grinning like an idiot.

Moving his hand as if the puppet were talking to her, he said in a lower voice, "What exactly where you suggesting with your hand puppet in Atlantic City, Miss Babcock?"

He thought she blushed but it faded quickly.

"I don't have time for your games, Niles. I have another date tonight and I need that back so I can go home and get ready!" She yelled.

"You have a date? Tonight? Well, then why did you come in to work at all these past few days? There's no way you'll be presentable by tonight!"

"…Or by Christmas for that matter," said the puppet and he laughed, nodding his head in agreement. He was pushing at her buttons and he knew it.

She tried to grab at his hand but he pulled it out of her reach. Her blood began to boil and she clenched her fists in frustration.

"What do you need this for anyway? Do you use it to tie down your victims? - I mean dates-" he smiled and stretched his fingers in the stocking as if inspecting its durability.

She looked him straight in the eye, teeth tightly clenched.

"You are going to rip that!" She said angrily.

Niles wasn't satisfied that she wasn't returning the serve of insults. So he tried again.

"Lord knows you'd have to tie him down to endure your poor attempts at dirty talk..."

Her eyes widened in fear and embarrassment. He'd heard her conversation with Damon.

He imitated her in a higher pitch for effect, "No, my bra isn't visible, I'm at work!"

She blushed and tried to grab her stocking from him again. And couldn't, again.

He continued, "Yes, Damon... I am..." Niles whispered the next part just as he'd heard her do it, "...touching myself."

Her face was scarlet. She looked at the floor. "How the hell did you...? The intercom was off... There was nobody in that room... I checked!" She ran through it in her head.

"I had the best seat in the house...I got down while you got 'dirty,'" he laughed.

She was confused. _Where was he- oh, no. He was in the room!_

He saw realization wash over her face.

"Now I know why you can never keep a man... You're the worst at faking it!" He provoked her.

She opened her mouth but then closed it again. He laughed.

"You would know! What with you not being able to satisfy a woman! She's have to fake it every time! She said, proudly.

"Oh, well done, Babs! Finally joining the party!" He said in a patronizing tone.

"Ya know what, Niles? Keep my stocking. It's the closest you'll ever come to them." CC said triumphantly and nudged him out of her way.

"Seemed closer when you were taking them off..." He said, looking down at her calves, which were visible in her below-knee length skirt.

_He was under the table?! Oh, dear God!_

She noticed he was still distracted with looking at her legs so she used the opportunity to attempt to snatch the stocking from his hand. He clutched her hand through the flimsy material and held it so that she couldn't peel it off of his hand.

When she realized he wasn't going to release her hand and let her take the stocking, she stopped struggling, sighed loudly and asked, "What do you want, Niles?"

Her question was a loaded one but he wasn't going to disappoint himself by assuming she meant something more by it. He took it the way he took all of her jabs, frustrations and general passing comments: "Oh, nothing, Miss Babcock... You don't have to pay me..." He smirked.

Her heart jumped at the memory he had unearthed but she regained her composure quickly. "I can stand here all day if I have to!" She challenged.

"Me too," He replied.

She stared him down until his gaze shifted to their joined hands. His grip loosened slightly and she slowly inched her fingers up to his wrist to reach for the end of the stocking. She took a hold of the tips of the material with her fingers and slowly slid it down his wrist towards his hand. He didn't budge. She was confused.

She looked up at him again but he was still watching their hands. _He's going to let me take it that easily? _She wondered.

She slid her fingers between the stocking and his skin and slowly slid her hand into the stocking. She could see it was distracting him. He was likely wondering what she was planning to do.

She let her fingers glide all the way up to his inside the stocking and she felt his fingers twitch as if he were fighting the urge to clasp them between hers.

"Miss Baaaabcock!" A nasal voice rang through the passage outside. "Where are ya? Mistah Sheffield is lookin' for ya!"

She quickly pulled her hand and the stocking off of Niles's.

With the stocking now covering her own hand, she mimicked the same high-pitched voice she had used for her hand puppet the last time they'd had an encounter and said, "_I _will pay _you _back for this one."

Then she stuck out her tongue, stuffed the stocking into her pocket, turned and left.


	19. Chapter 19

**Hello, hello! I'm glad you're enjoying reading this story as much as I'm enjoying writing it! I almost thought I had lost my readers when the reviews died down for a while there... Please keep them coming because they keep me going. Don't be shy ;) **

CHAPTER 19

Niles hadn't seen CC for the rest of the day. He was glad that she hasn't asked McMann to pick her up after work for their 'second meeting', as CC called it. He wasn't in the mood to see that annoying man.

Niles wondered whether McMann would be getting into CC's... stockings that night. The dirty talk would indicate a blaring 'hell, yes!' But her talk of trust and men that turn her on enough to get to second base with her - that was reassuring.

CC was searching her wardrobe for something to wear. _A closet full of designer clothes and none of it seems appropriate,_ she thought.

She was remembering Damon talk about how much he loved the dress she had worn straight from Nanny Fine's closet and that he couldn't wait to see what she'd wear next. She was worried.

She scanned through her rails until she found what she had been looking for. It was nothing like Nanny Fine's clothes but she always felt sexy in it.

It was her floor-length, strapless LBD. _If that pesky butler found me attractive enough to kiss me the last time I wore it, it must make me look pretty damn good_.

She smiled as she recalled their feverish kiss in Maxwell's living room a few years before. The dress was bound to catch Damon's attention.

She slid into it easily, relieved that it still fit. Her hair had grown a little but when she looked in the mirror, the image reflected took her right back to that night. She smiled at her reflection while reapplying some makeup and running a comb through her tresses.

She ran her hands over her body, smoothing the dress over her curves and reminiscing about that passionate kiss... She had been so forceful with him. She had almost ravished him!

She grinned at how confident she had felt, even while he was insulting her... Especially while he was insulting her! It got her blood boiling and temperature rising just thinking about it.

She had been the first to turn her head and push her tongue into his hot mouth. She was forced to be a strong woman in business and life and she usually enjoyed taking a back seat in the bedroom but he had brought out a side of her she never thought had existed.

_Well, maybe the dress had brought out that side of me, _she thought but wasn't entirely convinced.

They had been completely magnetized by each other and probably wouldn't have stopped if Maxwell and Nanny Fine hadn't walked through the door.

She couldn't remember what she had said to them as Niles followed her to the door. She did, however, remember the sudden tremble of arousal that ran through her when he greeted her with the word that had started it all... "Chicken."

She looked into her floor-length mirror to find a smile on her face and her chest slightly risen with the breath she hadn't realised she was holding. Why did this man get to her so much? She forced herself to stop smiling and exhaled quickly.

There was a knock at the door.

She saw the eyes of her reflection widen in the mirror in... worry?

She ignored it and grabbed her purse and shawl before heading to the door. Luckily she was ready because he was very early. She grinned at his eagerness to see her while she tugged open the apartment door and stood seductively with one hand on the doorknob and the other on the doorframe. However, her smile and hand dropped suddenly when she saw who stood before her.

_Him._

"What are you doing here?" She asked. They never made time for pleasantries and always went straight for the nuts, so to speak.

"Mr. Sheffield sent me to-" He glanced over what she was wearing and seemed to forget what he was going to say.

"To?"

"Um..." He loved that dress on her but hated how distracting it was. "He sent me to drop off this folder." He held it out to her.

She took it and turned to walk inside. She could feel his eyes running over her body. She knew what this dress could do to a man - what this dress _had _done to _this _man.

"Ugh. This isn't the one I proofed! What an idiot!"

"All I did was bring it over here! Why am I the idiot?"

"Maxwell is, not you! This time." She smirked. "Come in for a moment while I look for the one I edited by hand."

He remained silent and entered her apartment as she walked away. He sat on the sleek, black, leather sofa in her living room while she disappeared into another room.

When she emerged a few minutes later, she was holding two folders. She was looking through the papers inside as she slowly sat next to him. He looked over at her. The dress was not helping to suppress the memories that were shoving their way through to the surface of his subconscious.

"Okay..." She said as she read a line from a page in one of the folders. She leaned forward suddenly to put the page on the coffee table and scribbled a note on the front.

He took the opportunity to look at her bare shoulders and back. He couldn't deny he had been thinking about her a lot lately. _Why did she have to wear_ _**this **__dress for her date with that annoying know-it-all though?_ He wondered. Was he jealous? Possessive?

She got up and turned to face him, folders in hand. He rose and she put a hand on her hip to appear casual even though this reminded her so much of that night.

She shoved the two folders at his chest and said, "I've marked which one is the edited version. Have Maxwell draw up that copy and you can use the other one to clean windows because that's all it's good for."

"I do many things, Miss Babcock..." He leaned closer, "but I don't..." She held her breath unsure of what he was getting at. "do windows."

She breathed.

"Whatever, bellboy. Just make sure he gets the right one!" She put her hands on his shoulders and turned him around to nudge him towards the door.

As he walked out, she called to him. He turned and came back a few steps.

"Yes?"

She looked as though she was contemplating saying what she had wanted to say.

"Uh, do you think this dress looks okay? Be honest!"

"I always am."

She gave him a look.

"Yes," he said.

She raised her eyebrows as though expecting an explanation or requiring a little more effort from him to convince her. "You barely even looked properly!"

He stepped into the door way where she stood, holding the door open. He looked her up and down and she moved to clasp her hands in front of her as if suddenly self-conscious. He took hold of her hands and lifted them to the sides so that he could get a better look.

"Well..." He said, and then paused.

"What?" She looked down at herself and then back up at him.

He didn't answer but looked up at her. His brows were furrowed but his expression was unreadable. It made her nervous.

"The dress is... fine." He glanced at her lips.

"Fine?" She said sulkily.

"But I'd definitely hit that."

She looked at him, confused.

"With a car?" She said, unimpressed and annoyed.

He shook his head. "No." He smiled and let go of her hands. He turned to walk away and she let him leave because she saw Damon stepping out of the elevator. She left the door open and checked her hair and lipstick in the mirror once more.

When Damon's head poked in, she smiled and moved to kiss him on the cheek but he took her face in his hands and kissed her lips.

"What was that God-awful domestic doing here?" He asked. He hadn't complimented her appearance yet.

"Dropping off some paperwork."

"Ah. For a moment I thought I should be worried." He laughed.

"About Niles? He wouldn't-" She stopped because he _had_ made a move. Right after she had last seen Damon. "No, nothing to worry about." She smiled and closed the door behind them as they stepped into the hallway.

"Good because he made some overly protective comment to me at the elevator about treating you with respect but then changed his tune and told me I should make a move with you wearing that dress." He looked at her. "Which is very handsome on you, I must say."

_Handsome? That's it?_ She thought.

"If you ask me, those domestics sniff way too many detergents in a day. He didn't seem to know what he was trying to say."

CC wasn't listening anymore. She pushed for the elevator and wished she had borrowed another outfit from Miss Fine. _Handsome? Really, now!_


	20. Chapter 20

**Thanks for the reviews! Here's some love for my loyal readers…**

CHAPTER 20

CC and Damon sat next to each other at the bar while they waited for their table. He'd taken her to another exclusive restaurant, which seemed quite popular on this night.

"Brandy, CC?" He asked.

"No, thank you, Damon."

"I wouldn't want to do anything I'd regret in this dress." She muttered under her breath.

"What was that, love?"

"I'll just have a light wine. You pick."

"Yes, darling." He said and ordered while reaching to rest his hand on her backside where she sat.

She always felt as though pet names were a bit forced and they made her feel patronized for some odd reason but she let him call her 'darling' only because nobody else had in ages.

When the maître d' led them to their table, they sat and CC opened her menu to peruse.

They ordered and their meals arrived shortly. CC was hardly focused on the moment. She was wondering about what Niles had said to Damon and about what he'd said to her.

"Damon?"

"Mmhmm?" He responded while chewing.

"What would you take it to mean if I were to say 'I'd definitely hit that'?"

He swallowed and grinned. "Mmm, CC... Is that an invitation? I'm flattered!" He winked.

She looked confused so he became worried that someone else was making moves on her.

"Who said that about you?" He looked a little jealous.

"Nobody. I um... I heard it on a show I was watching on MTV. She lied.

He smiled again. "Well, it means that the person who said it would want to have sex with you." And I'd like to agree with that statement in this situation." He winked.

She blushed but not because of his suggestion. She blushed because Niles had said it. She grinned stupidly.

She was suddenly feeling confident in the dress again. They enjoyed the rest of their dessert with a few touches and squeezes and she insisted on footing the bill. She was walking proudly ahead of him towards the car when she stopped and turned suddenly.

"Do you like this dress on me?" She asked almost out of nowhere.

"Yes. It seems somewhat demure in comparison to your last two outfits but I can only hope that's to make what's underneath even more deliciously awaited." He grabbed her and started kissing her with force. She smiled into the kiss as he leaned her against the car door and ran his hands up and down the sides of her body.

She pushed him off slightly and said, "Take me-" he cut her off: "I intend to!"

She laughed. "Not yet. Take me to the Sheffield mansion so that I can check that the butler delivered the correct papers to Maxwell's desk and then... You can take me... Anywhere." She smirked and got into the car.

He ran to the other side and hopped in, driving at a speed to the mansion. Every now and then he would squeeze her thigh and she enjoyed the brazen contact. It was exhilarating to feel wanted after so many years of being told she wasn't.

"I won't be long." She said through the car window after she had got out in front of the building. "Hurry!" He said.

She rang the bell and Niles opened the door in his robe.

"Why do you keep knocking on my door at night? It's not even Halloween!" He said when he saw her.

"_Your _door? Since when are you the man of the house? Or a man at all for that matter?!" She scoffed.

Her face looked flushed and her lipstick was slightly smudged. She was breathing hard. _She left her date in a hurry? _He wondered.

She ran in and he followed her to the office while she spoke. "I came to make sure that you did what I told you to do."

"I never do." He said as he watched her rummaging through the papers on Maxwell's desk.

She turned her head to look at him behind her. "Not as far as I recall." She said thinking of the time she had led his hand to her ass and he obliged her request by squeezing her. She smiled to herself. She was in too much of a good mood.

"Where's the third page? It's not here. Ugh, I don't have time for this. Damon is waiting in the car."

"He is? Hope you left a window open before tying him up in there." She didn't retort.

"I just assumed with you being here that your 'second meeting' ended as early as the first." He tossed out.

Her back was to him as she leaned over the desk. She still said not a word and slipped the pages back into the folder before standing up straight, looking at the front of the folder.

He moved closer and whispered to the back of her head. "You see, I thought you were chicken."

He was referring to her ending her dates before McMann could get anywhere. She knew he was mocking her.

She turned to face him. Last time they were in this position, with her in that dress, she had expected Maxwell but screamed when she had seen Niles standing before her. She wanted to get him back for that.

She smirked. "And _I _thought _you _would hit this." She said softly, running a hand down the side of her hip and upper thigh. She smiled when he looked like he didn't know what to say or do to get her back. _I win._

Out of nowhere, he grabbed her hips and pulled her towards him crushing his mouth to hers. It took her completely off-guard. Her hands were up in protest and she was about to hit him but then she lost her train of thought and moaned involuntarily into his mouth, touching his face as he deftly slipped his tongue in to meet hers. He pushed her against the desk behind her and she gasped when she hit it.

She tried to lean back against the desk but wanted to push herself against his chest at the same time. As if in sync with what she wanted, he lifted her and placed her in a seated position on the desk. He tugged at the material of her dress at her thighs to lift it slightly so that there was room to part her legs. He moved to stand between her knees, still kissing her and she wrapped her legs around him, drawing him closer.

This time, he didn't do as he was told. He didn't wait for her approval. He grabbed hold of her lower back, shifted her closer to him at the edge of the table and pushed her down with his body so that her back was flat against the desk and her front was flush against his.

He wasn't hesitant this time. He'd been to second base and wanted to be there again. He wanted to see if she'd let him. Before he could lose his nerve, he courageously lifted a hand to her breast and squeezed while simultaneously lowering his head to plant wet, hot-breathed kisses above the cup of her breast.

She moaned loudly at the air above her head and then grabbed his biceps to pull herself up into a sitting position. She knew she wanted this but also knew she shouldn't.

The tension was too much for her. She looked at his heavily lidded eyes and parted lips as he watched his own fingers feather lightly down her upper arm. If he was willing to jump in to the deep end, she could accept that challenge. She pulled him closer again with her legs and reached for the ties of his robe and pulled it open while he kissed her neck. He was wearing a sleeveless undershirt and boxer briefs. Leopard print.

She grinned and sighed at the same time. He stuck his hands under her dress on the sides of each thigh and slowly slid his fingers to her hips. Her skin broke out in goose bumps and he felt it. His fingertips travelled to the hemline of her lace underwear and he breathed out slowly with his mouth in an o-shape as if trying to gather his wits and control himself.

She pulled him close again by the elastic of his boxer briefs and he smiled at her. His body inched closer to hers. She felt his erection graze her inner thigh and he moved his hand to lower the zipper on her back. He slowly slid it down and stuck his hand between the material and her back, stroking her skin slowly before pulling her harder against his manhood.

She tilted and lifted her pelvis slightly towards his and wiggled to graze herself against his hardness with a moan.

He sucked in his breath. "Miss Babcock..."

He pushed slightly into her through her underwear.

She whimpered, unable to respond. She didn't want to respond anyway, in fear he might object to what they were doing... Or that she would.

They were no longer kissing, just holding each other and shifting against each other's covered genitals at an agonizingly slow pace. They weren't sure whether to take it further and were lingering on this moment. Their open-mouthed breathing and rapid heartbeats were the only sounds each could hear in the quiet house that night. He began planting languid kisses on her collarbone, grunting a little in between as he rubbed his chest against hers. Her arms were wrapped loosely around his middle and she turned her head towards his to kiss him.

They looked at each other as they closed the gap - both trying to judge what the other was thinking. Just as they both closed their eyes and touched lips, the doorbell rang loudly.

They pushed each other away at lightning speed. He hastily wrapped his robe back around himself and tied it, trying to adjust himself underneath without her seeing. At the same time, she jumped from the desk and smoothed her dress and her hair, looking around the room frantically as if she were supposed to be doing something important.

They chanced a look at each other and both quickly looked away.

She bolted out of the office towards the front door.

"Miss Babcock!" He whispered loudly as he ran after her just as she was reaching the door. "What!" She said back in the same tone and turned the doorknob to open it. She felt a tug at her back as Damon asked if she was ready to go.

Niles swiftly lifted the zipper of her dress back into place. She blushed but Damon hadn't noticed. Niles pretended to be studying his hands when Damon looked past CC at him.

"Uh, yes! More than ready! Let's go!" She said and she pushed him backwards. When he turned to face the street, she adjusted her underwear, which had ridden up during the encounter. She looked back at Niles to find him staring at McMann. She looked down, took two quick breaths to calm herself and then turned to walk to the car.


	21. Chapter 21

*Disclaimer. I don't own any characters, etc. Only the words I paint from my imagination to yours!

**Eeeeeek! :) Thanks for the reviews! They encourage me! I love hearing your reactions to my writing so keep 'em coming, people! Much love and all that. **

CHAPTER 21

While Damon drove them to CC's apartment building, she was completely distracted by what had just happened. She faced the window the entire way home to ensure that he wouldn't notice the look on her face or the blush colouring her cheeks. She crossed her legs and felt a little dampness in her panties. She got goose bumps again just at the thought of it.

They arrived too soon and Damon held the passenger door open for her. She greeted the doorman as she passed him. He frowned at her. He obviously wasn't used to her being friendly with someone in his shoes. He didn't know that CC was trying her damnedest to be present in the moment and to be aware of everyone around her in order to take her mind off of _him. _

When they reached her apartment door, she felt Damon's hands on her hips and his lips on the back of her neck while she attempted to unlock the door.

When they got inside, he turned her around to face him and began kissing her forcefully. She tried to speak and couldn't so she pushed him away gently.

"Damon, how about some coffee?" She asked and escaped to the kitchen.

"Uh, yeah, okay." She grabbed the decaf beans.

"Decaf? No regular?" He asked. "I thought since we'd be up all night anyway..." He beamed smugly.

She smiled at him nervously. "Sorry, don't have any." She lied and poured the decaffeinated beans into the coffee grinder in her automated coffee machine. She poured some milk into the machine and let it do its thing.

He stepped into the kitchen and she moved away from him to get the coffee mugs. "Sugar?"

"Please!" He said, smiling and reached out to caress her lower back.

"How much would you like?"

"As much as you'll give me." He winked.

She laughed and hoped he couldn't hear the scoff in it.

"Two spoonfuls, please." He added, still smiling.

The coffee machine beeped and she placed the mugs at the base. Coffee started filling each mug. The smell was intoxicating and woke her senses. The frothy milk followed shortly after and the scent pulled her mind to mornings at the Sheffields' house.

She couldn't allow herself down that path. These days it only seemed to lead in one direction.

The machine beeped once more and she handed a mug to him and gestured for him to follow her to the living room while she sipped from her own mug.

She sat on the couch, and he did too, but only after he had placed his mug on the coffee table, without having taken a sip.

She held hers in front of her almost as though guarding the mug... Or letting it guard her.

He moved her hair away from her shoulder and kissed the skin at her neck. She flinched involuntarily and hoped he hadn't noticed.

He stopped and took the mug from her hands to set it down on the table alongside his.

She turned to look at him and he used the opportunity to kiss her full on the mouth. He leaned onto her and his hand landed on something next to her on the sofa. He pulled his lips from hers with a pop and spotted the purse she had used during the day, a stocking protruding from the opening.

He released an aroused giggle. "A-ha!" He said, reaching for the stocking.

"Are these the ones you were wearing when you were teasing me over the phone today?" He smiled and kissed her neck again.

"Yeah." She looked at it, clutched in the hand he had rested on her thigh.

"So sexy..." He muttered into her hair. "Almost couldn't control myself knowing you were touching yourself while talking to me."

She recoiled to some degree, mostly out of guilt. _But why?_ Niles was the only one who knew she had faked it. Why did she feel guilty?

"Tell me how you like to be touched," he said while trailing kisses along her jaw. She felt awkward. She wished he would just _know_ how she liked things.

She spent her workdays telling people what to do. She didn't want it to be expected of her in intimate situations too.

"Slowly." She said. She didn't know what else to say and she thought that that would give her time to get her mind on the current moment instead of the previous one.

He slowed his ministrations, grazing his hands slowly up her sides and kissing the tops of her breasts.

"Faster," she said, annoyed that she wasn't into what he was doing. _Why isn't this working?_

He chuckled and moved to push her backwards into the couch, rapidly kissing her inner arm from her wrist to above her elbow, and then quickly kissing her lips. He pushed his tongue into her mouth and began moving his tongue quickly around hers.

She was becoming frustrated that he couldn't get her turned on. She had been attracted to him. She thought him a handsome man… and, to be honest, she had been very much in the mood not less than 20 minutes before at the mansion. _What's the problem here? _She thought angrily.

A hot shiver ran through her when she felt his hand run over hers. He had her stocking over his hand. Something about it suddenly woke her from the state she had been in. He ran his hand up her arm across her shoulder and down to the edge of her dress along her breasts.

She moaned. He became excited by her sudden relaxation. "Hold my hand," she said. He thought it an odd request. He thought they were past that stage. Holding hands, to him, seemed too innocent for his tastes but he decided to oblige. He was about to pull the stocking from his hand but she grabbed his wrist and told him, "No, leave it on. Please."

He did as she asked and clutched her hand through the stocking. She sighed and pulled him closer. She guided his stocking-covered hand to her jawline. "Kiss me."

He caressed her cheek as he dipped his tongue into her mouth once again. This time, he noted, she was aroused by the kiss. She began to arch into him and groaned into his mouth. Her voice got him going too.

"You're so hot, CC..." He said into her mouth.

"Call me Miss Babcock..."

"Kinky." he grinned. "Okay... Miss Babcock..." He whispered.

She sighed and kissed him harder.

"Mmm, Miss Babcock..." He whispered again. She gasped and wrapped her legs around him.

He was beginning to realize the term turned her on.

He reached under her to unzip her dress.

"Touch my bare back."

"Yes, Miss Babcock!" He said.

"Lower!" She ordered, breathless.

He lowered his hand in her dress.

"No, I meant your voice... Deeper."

"Oh," he said, lowering his voice an octave. "Anything else, Miss Babcock?" He asked.

"Touch me, Ni- now..." She said, panting.

He cupped her sex and she gasped.

He savoured the affect he was having on her.

Without opening her eyes, she undid the button and zipper on his pants and slid them down, revealing his loose satin boxers. He pushed himself between her legs, thrusting his boxer-covered manhood against her centre. She groaned and turned to smell the cologne at his neck. She opened her eyes suddenly.

"Wait, wait, wait." She whispered.

"What?" He stopped.

"I... I can't. This is... This feels wrong." She said, pushing him gently off of her.

He looked irritated. "What could possibly feel wrong about this? We're perfect for each other. I thought you wanted this too." He grunted in frustration.

"I'm sorry, Damon. This is all just a little fast. Maybe I'm... just not ready?" She sounded as though she was unsure of herself.

"Could we, um... Would you mind if we postponed?" She smiled timidly.

He looked over at her. He sighed. "A third 'meeting'?" He asked with a straight face.

She nodded. "I'm not saying no, I guess I'm just saying not now." She tried to explain.

He nodded in understanding.

"Okay." He said.

"Okay?"

"Yes. I'm obviously attracted to you, CC. I want to see where this could lead."

"You're obviously attracted to me?" She grinned.

"Have I been too subtle?" He grinned back.

She laughed and leaned in hesitantly, hoping things wouldn't be awkward. He leaned in the rest of the way and she smiled as they pecked each other on the lips once or twice.

She rose from the sofa. "So. I'll see you again soon?" She queried.

"Yes." He followed her to the door and touched her back where her dress zipper was still undone.

He kissed her chastely and left. She closed the door and felt a breeze on her back. She put a hand on her chest to hold her dress in place.

_Niles had zipped me up. _She thought and then shut her eyes tightly to try to rid herself of the memories.

She felt a little cheap even though she shouldn't. Damon was the man she was seeing. She had no reason to be ashamed of what was happening between them. So what if she had seen him out of her apartment with her dress undone and her hair a mess! ... She still felt cheap though. She should have felt cheap after the incident with Niles. She was disappointed that she didn't.


	22. Chapter 22

CHAPTER 22

CC Babcock was not one to get much excitement in her love life in a year, let alone twice in one night. As she got ready for work, she leisurely sipped some coffee and nibbled on a salmon-and-cream-cheese bagel.

She had this nagging sense that something strange was going on - besides the fact that she was never up early enough to get ready at a leisurely pace. No, something else. Things were different. She felt… alive. She felt relaxed yet on edge. She liked it and didn't at the same time. Her nerves and sanity were not known to be very resilient even though the rest of her came across as such. She didn't feel the need to see Dr. Bort though… and that was the strangest part.

_Damon McMann and Niles… um. Niles. Gotta get that man's last name, _she thought._ Oh, who am I kidding? I don't even know what names those Sheffield kids go by! _Niles loved to remind of that. She laughed to herself.

CC put the dishes into her dishwasher and walked back into her bedroom to slip on her shoes and to brush her teeth. As she sat on her bed to do up the clasps on her heels, she noticed the dress she had worn the previous night. She had taken it off, flung it onto the chair at her vanity table and hopped between the sheets in nothing but her Chanel perfume and black lace underwear. She didn't often do that but she hadn't been feeling herself lately.

She smiled at the exhilaration she felt and was happy that she didn't have to see her name or picture in the papers to get that feeling. She felt wanted.

She picked up the dress and smelled it. There was a faint hint of cigarette smoke from the restaurant Damon had taken her to; there was also a bit of something she didn't like… something that reminded her of rich, old fogies who played golf and sailed yachts all day; and then there was a whiff of Paco Rabanne with a lemony twist. **That **she liked. She smiled at the dress and thought she had to decide whether to consider it a good or bad luck outfit. She also had to decide how soon to have it dry-cleaned… or, to be more accurate, how soon to part from the smells and the memories they proposed.

"Hello, hello!" CC sang as she swept through the front door of the mansion, slamming the door behind her.

"Hiya, Miss Babcock!" Came Fran's voice. "Before ya start screaming for Niles today, you should know he hasn't been feelin' good since he got up."

CC halted at that. "Why would _I _be looking for Niles?" She said, wondering how much Miss Fine knew and whether 'since he got up' was a sexual innuendo.

"I dunno, for coffee or to insult him or whatever you two like to do to each other." Fran waved her hand in the air. "I made a fresh pot of coffee and got some donuts this mornin' but, well, Ma's here."

CC rolled her eyes and walked to the kitchen.

Her heart jumped when she saw Niles standing in front of the coffee pot with his robe on. She recognized it from the night before.

"I thought you weren't feeling well?" She said casually, removing a mug from the cabinet.

He looked up. He hadn't heard the doorbell. She must have let herself in to avoid him.

"I'm not. Must have picked up something nasty last night." He looked at her and saw her try to hide a smile by turning away from his view.

"Mmhmm," She said. "Well, it figures, I guess. Your body isn't as young as it used to feel. BE! - Used to be." She frowned.

"How's yours feeling?"

Her head jolted back around to face him. _What exactly is he asking me?_

"M- my body?" She asked. He looked at her. "Um. Fine. Why?"

"So your old bones aren't aching after a night of passionate prostitution with Demon McMann? Oh, excuse me, Damon McMann."

She swallowed. "No -ne of your business, scrubbing bubbles" She looked down and took the coffee pot to pour some into her mug.

"No luck? Cheer up. Maybe he'll still let you go out with him to make him appear hard to get. Some women love unavailable men. Exhibit A." He gestured towards her.

"I'm not in love with Maxwell and everything is great with Damon, thank you for your concern!" She said with finality. She slammed the coffee pot back into its place and walked out._ He didn't look sick until I said that_. She thought.

Later that day, Fran was folding laundry for Niles while he got some rest in his room.

CC walked towards her in the living room. "Nanny Fine, I have your blouse and dress here. I had them dry cleaned after I used them. Thanks, again."

She handed them to Fran and walked towards the office once more but turned when Fran shrieked a "Hoo-Haaaah!"

"Miss Babcock!" She said excitedly, "Check out these babies!" She held up a pair of leopard print boxer briefs from the laundry she was folding.

CC felt butterflies begin to flutter.

"Think Mr. Sheffield could have a wild side?" She laughed. "Whose do ya think these could be, huh?" She held it by the elastic like a slingshot and shot it at CC.

CC caught it and, looking down at them with an evil grin, said, "N- Not interested, Nanny Fine!" And she threw them back at her and walked into the office, blushing.

"CC! I see you edited the papers. Niles said you couldn't find page 3 but don't worry, I found it on the floor under my desk. These pages were a little crumpled when I came in to work. You didn't leave them in Mr. McMann's hands, did you? Wouldn't want him to know every detail about the show until it's a little more polished."

"No, of course not, Maxwell! I must have sat on them when... I was driving over to bring them here." She lied.

_Or when Niles lifted me onto the desk. I can't even remember if I had sat on anything. _She shivered and bit the end of the pencil she was holding.

As CC and Maxwell worked through the plans for their play that afternoon, Fran waltzed into the office and perched herself on Maxwell's desk.

"Mr. Sheffield..." She said, reaching out to twist the hair at his temple and grinning widely.

"Mmhmm..." He smiled at her.

"Seeing as Niles isn't feeling well... I thought maybe we could go out for dinner? Ma ate all the extra leftovers of lunch that Niles tried to hide for us."

"Ah, I see. Well I am in the mood for a good steak..." He pondered out loud.

Niles walked in at that very moment.

"I used the last one to plunge through Miss Babcock's vampire heart but she just won't die." He deadpanned and then coughed. CC didn't look up at him. She didn't want to catch his eye and picture him in his leopard prints.

Fran laughed. "How are you feeling, scarecrow?"

"Still the same, Miss Fine. I'm sorry I didn't prepare more food after lunch. I wouldn't want you to catch my germs. That, and the fact that if I had, Sylvia would have eaten that too."

"Not to worry, Niles, old boy!" Maxwell said. "We'll be dining out this evening."

"Very good, sir." He responded.

"CC," Maxwell called to her. Her head bolted up in hope that he would be inviting her to eat with them.

"Would you make a reservation for me?" She was disappointed. "Niles, you should get back to bed!" He looked over at his butler, who was looking at CC, noting her disappointment.

CC left the room and Niles followed a few steps behind. He watched her flip open her cellphone and call to make reservations at a local steakhouse.

She reached the kitchen and went into the pantry to look for something to snack on. She wasn't in the mood to cook at her apartment tonight either.

Niles found her in there when he went to look for ingredients for his own supper.

"If you're looking for something with which to drug your next date, you won't find it in here." He teased.

"I'm hungry." Her eyes scanned the shelves.

Niles looked around at the shelves and then brushed against her to reach for a box.

"How about pancakes?" He asked.

Her eyebrows arched in delight. "Haven't had one in ages!"

"Pancakes, it is then!"

He held the door open for her and they walked out of the pantry and into the kitchen.

Maxwell entered and Niles hid the box behind his back. "Ah, Niles, we're just about to leave. Would you like us to bring something back for you?"

"Oh, thank you, sir but I think I'll just make myself some chicken soup," he smiled pathetically.

CC rolled her eyes at his overacting.

"Okay then. CC, when you've finished with the set list for the live orchestra, just leave it on my desk and I'll check that the conductor is happy with it. See you tomorrow!" He ran out of the kitchen and they heard the family bustling around the front door before it slammed shut.

CC's heart began palpitating. They were alone. She swallowed hard.


	23. Chapter 23

CHAPTER 23

"So, uh. Why'd ya hide the box, dust mop?" She pointed to his hands as he set it on the countertop.

"Would you want to cook for 5 every night?" He asked rhetorically. "If they'd seen it they would know I'm not too sick to follow a recipe."

"Ah. So _you're_ good at faking it." She kept her lips closed and licked the front of her top teeth to hide her smile.

He looked over at her as he opened the box. "It's not that hard to fake it. Some people just need more help than others."

She knew he wasn't talking about the pancakes anymore. "What do you know about me not being able to fake it? That was just dirty talk anyway." She watched him as he moved around the kitchen, collecting bowls and beaters.

"Yes but if you can't fake the dirty talk, I can only imagine how bad you must be at faking it when your date is actually in the room! And you wonder why they don't last." He teased.

She narrowed her eyes at him. "There's nothing wrong with my dirty talk!"

He laughed haughtily. She hated that. She was supposed to be the snobbish one.

"Fine! Tell me what I did wrong instead of insulting me! And don't think you'll get me to sing the theme tune of Popeye because I won't fall for that! ...Again!"

"Toot, toot!" he began laughing and handed her the bowl of ingredients. "Grab the spoon and start stirring this first and then I'll tell you how you _should_ do it." He said.

She did as she was told. "You know, this is nice... We're helping each other." She grinned while stirring.

He went to fetch the cinnamon and sugar, returned from the pantry and placed the ingredients on the countertop next to her. He mixed some of the cinnamon and sugar together and then picked up the cinnamon once more.

"You know, I read somewhere that cinnamon is supposed to be a kind of innocent aphrodisiac." He lifted it to his nose and smelled it. "The smell supposedly raises feelings of love and affection. In men mostly."

She watched him intently. "Really? And I thought you said you had nothing with which to drug my dates?!" She winked and he chuckled. He held the bottle to her nose for her to breathe in the scent. "Mmmm. Smells amazing."

"It does," he said. "And it should for a man like you," he teased. She rolled her eyes playfully. He moved to her side where she stood stirring the mixture. He placed a hand on the counter on the other side of her, almost trapping her between him and the counter. He smelled the hair at her shoulder and said, "What perfume are you wearing?"

"What?" She stopped stirring momentarily and looked ahead of her. She could feel his body heat behind her.

"The perfume you're wearing...?"

"Um. It's Chanel." She continued stirring.

"Do you wear only the perfume or do you use the scented lotion on your body as well?" He asked.

She was glad he was behind her so that he couldn't see her eyes widen and her mouth drop slightly. _Why is he asking me this?_

"Sometimes I use the uh, the body lotion." She said quickly.

"I'm sure it makes your skin feel smooth to the touch." He said in his deep baritone. She lost her grip on the spoon and flung a spot of the mixture onto her blouse by accident.

_Shit! _

He took off his apron and remained behind her as he lifted it over her head and tied it into place around her body.

She felt a little flushed and was confused by his behavior. "I thought you were going to help me!" She said. She was talking about the pancakes.

"I thought I was..." He responded. He was talking about the dirty talk.

"Oh..." She realized and looked at his face over her shoulder. He arched an eyebrow.

She faced forward again and continued stirring.

"It does." She said.

"Hmm?"

"It does make my skin feel smooth. Sometimes when I-" she stopped.

"Sometimes when you?" He pressed.

She laughed softly. "This feels weird."

"That's the last thing you should say during dirty talk." He chuckled. "Go on. It's all about being confident. I won't judge. This time." He grinned.

She looked at her bowl once more. She had stopped stirring.

"... Sometimes when I smooth it over my skin, I..."

"Yes?" He whispered.

"I imagine your hands doing it for me."

"Mmhmm."

When he didn't say anything she continued.

"The roughness of your skin on my..." She swallowed, "thighs. It makes me feel so... so..."

"Sexy." He whispered in completion for her.

She inhaled. "Yeah."

"What are you wearing?" He said. She paused "Niles..." She laughed quietly.

"Pretend I'm not here. We're on the phone." He said.

She nodded in understanding. "A pants suit. And a blouse. I took off my blazer though. I was hot."

"Don't you ever feel... constricted in those business clothes?" He asked, genuinely curious.

"No. Well, yes... but I don't wear them all the time." He didn't respond. She realized she should expand on it.

"I mean... I know how to let loose. I sometimes wear nothing but Chanel and my underwear around the apartment." He still didn't respond but she could hear him breathing behind her.

She continued. "My favorite is a pair of black lace... There is a part at the tops of my... ahem... breasts... where the fabric is sheer..."

"And the bottoms?" He asked, breathing heavily. She wasn't sure if he was faking it.

"They are sheer on the sides. I like that they tease. I like to tease. You'd have to... remove them... to get a better look."

He exhaled and she felt her hair move with his breath. _I'm not too bad at this,_ she thought, smiling to herself.

"What would you do to me if you were here? In my apartment," she asked, putting the ball in his court.

He let out a soft sigh. "I would..." He sighed again.

"I would walk you to your kitchen."

"Kitchen?" She asked.

"You never use it anyway." She could hear the smile in his voice and she smiled too.

"... You would lean your back against the counter, wearing nothing but your black lace, Chanel No.5 and a light silk robe loosely tied at your waist..."

She could picture it. She had a silk robe in red. It was her favourite.

"...You'd order me to make some coffee for you." She giggled and he smiled at the sound.

"I'd complain that I didn't work for you but I'd do it anyway. I'd put the kettle on boil and move towards you. You wouldn't know what to do... Try to fight your urges because of our stations in life." Her smile dropped and her breathing became shallow. He was being so specific.

"I'd just look at you for a moment. Take in the curve of your body and wonder if you'd let me come near you."

She swallowed. _Is this what he thinks about me when he looks at me? Or is he just this good at faking it?_

"You'd lick your lips and I'd think of all the times I'd watched you do that. All the times I thought about you spreading on that red lipstick and who would be lucky enough to smudge it in passion with you."

The things he was saying were astonishing to her. Nothing too raunchy or vulgar yet so sensual.

"I'd insult you and you'd become frustrated. But I'd do anything to see you flustered." She gasped when felt his chest against her back as she accidentally leaned back into him.

He paused, just as surprised by the contact. She stayed put against him so he continued without moving.

"You would insult me back and toss out a deep, almost evil laugh and put your hands on your hips. I would feel myself twitch at the sound of your laughter."

He turned his head, pushing his face into her hair and half groaned, half whispered, "It always gets me going."

Her eyes fluttered closed and she exhaled through her nose.

"You'd come closer to me and call me names." She said, wanting a part in how this played out.

"And you'd secretly love it." It was a question, yet he said it as if he were confident it was true.

He beamed when she agreed with a slow, steady sigh, "...yes."

"The tension would build and you wouldn't be brave enough to make a move." She whispered, barely audible.

"Yes, I would."

"I was talking to myself." He was surprised at her honesty.

"So I would do it for you. To protect your pride and stubbornness."

She chuckled. "What would you do?" She asked.

"I would reach out to you. Say something about your robe being too tight and cutting off the blood supply to your failing brain."

She smirked. "Smart ass."

"It would give me an excuse to pull at the ties of your robe. It would open and I'd pretend it was an accident." He said.

"I'd pretend I believed it was. But I knew better. I'd catch you looking at my body. Wishing you could touch me. Me wishing."

"The kettle would stop boiling." He said.

"No, leave it."

He smiled. She was talking as if she was really there. Anticipating his every move.

"I'd step away from where I was leaning against the counter... Step closer to you. I'd slowly lift my hair from inside my robe and let it fall at my shoulders."

"I'd reach out to your neck to make sure it was all out... Any excuse to touch your hair..."

"Your hand slowly lowers to my shoulder. I can feel the warmth of your hand through the silk."

"I can barely stand this," he says honestly. He's referring to the dirty talk and their current position. She thinks he's describing the scene they were creating.

"I can't either. So I take your hand and place it inside my robe, around my waist. You start feathering your hand lightly up to the bottom edge of my bra and down again... Past my waist, to my hip, to my panties." CC gasped and clenched her hands on the edges of the countertop.

Her reaction to the story was making him crazy. Just hearing her talk about it was making his trousers feel constricted. He leaned against her, shifting her closer to the countertop in front of her where their pancake mix stood, forgotten.

"I'd pull you tightly against me." He said.

"I feel your erection against me. I keep thinking I can't believe that I turn you on like this." She panted. She could feel it against her ass and it made the scene in her head so much more realistic.

"I've never been more attracted to anyone. So powerful and vulnerable at the same time. So untouchable yet so touchable... I find you so incredibly sexy, Miss Babcock."

"I've never felt sexy. You make me feel sexy," She whimpered and moved her hand up to her breast, surprised by what she was doing in his presence. But this is what she was supposed to do during dirty talk, wasn't it?

"I'm touching myself, for you, Niles."

His blood rushed to his penis at the mention of his name from her lips in such a context.

"I wish I were there to touch you." He pushed himself slightly harder against her. He had her pinned with her front against the countertop.

She moaned. She reached for his hands, which were clenched on the countertop on either side of her of her body. She placed his hands on her hips and then she slowly moved them to her belly button. She heard him sigh hard. "Miss Babcock." He said enamored.

She loved the way he called out her name. She slid his hands up to her breasts and squeezed his hands over them to squeeze her cups. He groaned and pushed himself hard against her.

"There's nobody here to stop us." He said.

She shifted slightly backwards against his crotch.

"I know. What the hell are we doing?"

"We started too early." He said.

"We need learn to stop ourselves without help." She panted.

"I don't know if I can." He said.

She was silent for a moment, burning the feel of his hands on her into her memory. "You just need to move away from me slowly," she said but didn't remove her hands from his on her breasts.

"I don't know if I want to." He said. "I mean, do you want me to?"

She didn't say yes. "Stay still," she whispered and dropped her fingers from his hands to wrap them lightly around his wrists.

"... If I don't turn around and we don't move for a while... We'll catch our breath...right?"

He didn't answer her. "We can let this haze blow over us and when it's over we'll come to our senses and make these pancakes. We'll eat and I'll leave. Then you can go back to bed and get some rest." She said. "Then everything will go back to normal."

He nodded against her shoulder. She let go of his hands and he lowered them to her hips, still standing tightly against her. He turned his head into her shoulder and deeply inhaled the scent of her hair.

She tried to distract herself, occupying her mouth by dipping a finger into the sugar & cinnamon mixture that was sitting in front of her on the countertop. She lifted her finger to her mouth to taste it but he took hold of her wrist and put his lips around her finger, licking it. She shivered and couldn't trust herself to look over into his eyes.

He licked his lips and watched as she stuck the same finger into her own mouth and licked her lips alike.

"We're hopeless." He said.

"You started it."

"And you finished it." He said.

"I never finished. You would have known if I had... After all, I'm no good at faking it. And I'm no good at being quiet." She teased.

His eyes widened. "You are going to kill me, Babcock." He slowly released his hold on her and started to shift away.

"Anything I can do to take your breath away, butler boy."

"Well, if I'm allowed to choose, this would be preferable to you strangling me."

"Strangling? ... Don't give me ideas," she winked and smirked at him.

He laughed, "If it happened again, I doubt the judge would be as lenient with you as he was last time." He warned.

"So I choked a choreographer... It was _one time! _He deserved it anyway." She joked.

"He deserved it? Or you needed it?" He teased.

"Well... Maybe I was a little frustrated that day. I wonder who could've got me so worked up before I went to the theatre, hmm?"

"I know, I know. You don't have to say it!" He said as she watched him pour some of the batter into the pan. "Mr. Sheffield can be so annoying sometimes!" He rolled his eyes in exaggerated annoyance.

She knew he was joking. She nudged his ribs with her elbow and smiled as she lifted the same finger into her mouth again.

He plated a few pancakes and she sat at the table and grabbed the cinnamon and sugar mixture to pour some of it onto her own plate. She got up to walk to the pantry.

"Here you go." He said, holding up a bottle of lemon juice. She looked behind her and turned back from the pantry wondering how he knew what she was going to look for. She took it from him and they both sat down to eat.

He lifted his plate to smell the pancakes. She watched him then looked over at the bottle of cinnamon on the countertop, thinking about the piece of trivia he'd taught her earlier.

She took a bite of her meal and smiled.

"This is nice." She said. She was talking about their shared company.

"Mmhmm," he hummed in agreement while chewing. He swallowed and smiled at her.

They finished their meals in silence. Glancing at each other between mouthfuls.

"I should go." She said as she rose from her seat. He took her plate and walked to the dishwasher to pack it inside along with his own. Then he quickly walked towards her again. She hadn't moved.

_Well, this is awkward! _She thought.

He looked behind him at the backdoor and then looked back at her. Maxwell was due home soon.

"I'll just go through here then," she said and moved towards the backdoor.

He opened the door for her. "Okay. Um. So, I'll see you tomorrow then, Miss Babcock." He reached his arms around her waist. She was surprised and lifted her hands to rest them on his shoulders but stopped herself just in time when she realised he was untying the apron she still had on.

"Yeah. See you tomorrow, Niles." She said as she walked closer to the door. "Get well soon." She took a few steps backwards.

_Should I wish her sweet dreams? _He thought. _Too much, _he decided as she turned and walked away.

"Goodnight," he called out.

She turned to look at him and smiled. "Goodnight, Niles." She reached her car, got in and pulled away.


	24. Chapter 24

CHAPTER 24

"Oh my gawd!" Fran exclaimed as she entered the kitchen the next morning to find her mother licking her fingers at the kitchen table.

"Who made you pancakes this morning and why didn't I get any?" She asked.

"I found 'em in a Tupperware container in the fridge. You people really can't leave your leftovers in there for more than a day. It starts to lose its flavor, ya know... Such a waste. What did you guys have for breakfast?" She asked as she cleaned the crumbs from her plate with her tongue.

"Not pancakes!" Fran whined enviously. We haven't had any in a while actually! Niles didn't make breakfast this morning. He must still be sleeping. The poor guy wasn't feeling well yesterday."

"Oh, that's a shame. What good is a butler if he only makes enough food for one person?" Said Sylvia.

"Ma. He didn't make those for ya! You don't live here."

"Please. If he didn't make it for me then why would he have hidden it behind the yoghurts like he does with all the other good stuff I like?" She asked.

Fran lifted an eyebrow. _I gotta warn Niles to find a new hiding place._

CC dragged herself into the kitchen and Fran greeted her loudly. "Nanny Fine, please!" CC grimaced. "I have a terrible headache! It's too early for that voice!"

"Oh, Miss Babcock, it's no use." Sylvia said in an equally annoying pitch. CC groaned.

"My daughter has never been good at reading people and knowing how they're feeling. She always gets into trouble with what comes outa her mouth."

"And you get into trouble for what goes into yours, Ma!" retorted Fran.

"What trouble? Indigestion is always worth having another piece of cake!"

CC rolled her eyes.

"Where's Niles?" She asked, innocently enough. Her stomach flipped even though she was just looking for him to see if he'd rounded up some breakfast or coffee or a muzzle for the Fines.

"Still in bed I think. If ya ask me, this illness is hitting him pretty hard! Last night when we got home, I heard him moaning in his bedroom and when I knocked on the door he was all hot and sweaty when he opened it. I told him he should see a doctor but he said a cold shower would do. I dont know if thats the normal thing to do for a fever. I hope it's nothing serious. One time my Uncle Frankie caught a cold and didn't get himself checked out... Ya know what happened to him? I'll tell ya what! He-"

"Nanny Fine, please!" CC hissed and then rubbed her temples before sneezing.

"Oh, Miss Baaabcock!" Fran said softly. "I think you mighta caught what Niles has!"

"What? No, that's impos- improbable." She said and then coughed. _Shit, _she thought. _I knew my actions would come back to bite me in the ass. We didn't kiss though... He didn't cough or sneeze... I mixed the batter for us... We just... Oh. Licked the same finger, idiot._

Niles entered the kitchen holding a box of tissues. He hesitated for a moment when he saw her standing at the table but then continued walking towards the island in the middle of the kitchen.

His stomach lurched when she moved towards him. She grabbed a tissue from the box he was holding.

"Thanks, Niles. You spread your germs everywhere last night! Now I'm sick too!" Said CC with a scowl.

"Oh, Miss Babcock. Nobody forces you to hang around Niles all day." Fran jumped to defend the poor, sick butler before walking her mother out the backdoor.

Niles smirked. "She's right you know." He said.

"Oh, don't flatter yourself, bell boy. Like you don't follow me around all day looking for a way to annoy me."

"I do not!"

"Oh, so you don't try to fluster me?"

"Menopause does that job for me." He teased.

"You're an idiot." She said, attempting not to smile.

"You smell nice."

"You can smell? Why does my nose have to be blocked when yours isn't?"

"That's all you got from what I said?" He asked.

She looked up from the tissue she was holding. His eyes were slightly red. She wondered if it was the cold or something else... Something more.

She shook her head and looked down again. "I can't."

"Why not?" He asked quietly.

"Because it's you... and it's me... and... I... don't know. She whispered and hunched her shoulders in uncertainty, unable to look at him.

He accepted her vague response, knowing it would take time to convince her that they could be so much more than what status and tradition confined them to.

He accepted her vague response for another reason... He, too, was unsure of things. He knew he was attracted to her and might even harbour feelings for her but he couldn't help but worry about what would happen if things didn't work out between them. Would things be awkward? Would they be able to face each other? Would one of them be hurt if the other started seeing someone else? Would one of them eventually be forced to leave Maxwell's employ?

A few beats of silence, then, "Tea?"

She nodded, staring at her feet.

He made some and handed it to her.

She sipped it without saying thank you. The silence was so loud; she thought he could hear her thoughts anyway.

"So, you're sick too." He said.

She nodded. "Guess so."

"Sorry." He said.

She furrowed her brows. "What for?"

"Making you sick."

She laughed. "Wow. That apology has been sooo long overdue!"

He laughed in turn. "You make me sick too, you know. Almost daily."

He wiped his nose with a tissue as she sneezed.

"Bless you." He said.

She scrunched her face in confusion.

"What? Americans don't say that when someone sneezes? Or are you having a stroke right now because she-devils loathe blessings." He grinned.

She narrowed her eyes at him and coughed. "I'm so stuffed up I can barely breathe!" She complained.

"I can hear so. You almost sound like Miss Fine. I know a trick for that," he said.

He walked in the direction of the staircase and she followed him up until they got to the bathroom in his room. Niles stopped and looked back at her as he realized how many times he'd brought her up there in the past week or two.

"What?"

"Nothing," he said, and led her inside, shutting the bathroom door behind her.

Her eyes widened. "Um, what exactly do you think you're doing?" She asked nervously as he turned on the hot water in the shower.

"Making it steamy."

"Excuse me?" She asked, shocked at his cockiness.

"The hot water will steam up the room and breathing it in will help clear the nasal passages," He explained.

"Oh!" She laughed in relief. "I thought you were going to try your luck again!"

"Don't look so relieved. I might get offended," he deadpanned.

She smiled at him. "I generally prefer my expectorants in a bottle and labeled 'Cognac' but I'm willing to give this a try."

"Have a seat," he said, gesturing towards the toilet.

She snorted. "I thought that was _your _throne."

He shook his head, smiling as she sat down. He moved to sit on the edge of the bathtub next to her.

They sat for a while in silence, waiting patiently for the small room to steam up.

"How do you know to do things like this?" She wondered.

"Experience, I suppose. Raising three children helped. And having a small room and bathroom could have set the right scene for an accidental discovery." He chuckled.

"Mmhmm. I can't do this at home. My place is too open-planned." She looked around the bathroom as it slowly filled with hot steam.

"Well, this place is always free."

She smiled at his offer and then felt they needed an insult. "I thought you paid Maxwell board to be a live-in nuisance?" She teased. He laughed and then coughed.

"I can feel things loosening up." He said. When he noticed her puzzled expression, he added, "in my throat."

"Oh. Yeah, me too." She coughed and cleared her throat.

They sat for a while as steam began to cloud the bathroom and their vision. She could feel her skin begin to feel clammy from the heat and from the water droplets that had condensated on her. She removed her blazer for some relief.

He noticed through the haze and opened the cabinet next to her to reach for a towel. He handed it to her and she used it to wipe at her chest and neck. She looked up and noticed him watching her intensely through the mist. She licked her lips and swallowed, pulling at the neck of her shirt a few times to get some air flowing onto her chest.

She could see the heat was starting to get to him too. His face was shiny with moisture. She reached over and wiped his jaw with the towel. His face was serious as he looked into her eyes.

She dropped her hand back into her lap. _I shouldn't have done that,_ She thought.

"Sylvia ate the leftover pancakes this morning." She wanted to start a conversation to feel less awkward but that was all she could think of.

"I'm not surprised." He scoffed. I hid it but, you know, she could find a grain of sugar in a desert."

She laughed in agreement.

"We-" he stopped.

She looked at him in question.

"I could make more if you want?" He asked.

"Oh, no need. I had a big breakfast, thank you, Niles." She lied.

If he was disappointed, he didn't show it. "I see. With Mr. McMann?" He speculated.

Her heart dropped. "No. I didn't see him yesterday."

_Hence, no sleepover and no breakfast, _he relished. He hoped she couldn't see his relief through the steam. "Not even to take some food down to his cage?"

She slapped him lightly on the arm. "You're incorrigible!"

He grinned and nudged her back. She giggled and then froze when his hand moved to her neck as he shifted her hair away from where it was sticking to her shoulder.

She looked at him and then at the floor. "I think I'm feeling a little better, thanks, Niles," she said and stood.

He wished he hadn't done that. He wished he had prolonged the moment and let her come to him.

He stood and turned off the hot water. She handed the towel back to him and wrung her hands before turning to open the bathroom door. It was jammed and she began to tug at it in panic. "It won't open!" She half-screeched.

He laughed. "Relax, it's the heat and moisture. It swells the wood. Give it a chance." He moved her out of the way and tried the door. It still wouldn't budge. He turned to face her and leaned his back against the door.

She frowned. "Wait for some of the steam to settle. The wood is swollen. It needs to cool a bit." He explained.

She folded her arms in front of her chest. He watched her as she looked down at her shoes.

"Stop it. I can feel you staring at me!" She said. "It's unnerving."

He smiled and looked down.

They stood for a minute until CC reached round his hip for the door handle. She pulled at it and he stood up to stop leaning on the door. It budged and the force of her pull on the handle caused the door to push him into her. He gazed into her eyes and she let go of the door handle.

He lifted a hand to touch her face. She grasped his wrist before he could. She slid her grip from his wrist to his hand and looked at it. He twisted his hand to hold hers. She bit her lip and moved past him through the bathroom door, releasing his hand at the last moment.

Niles watched her go and walked into his bedroom to flop down onto his bed in hopelessness.


	25. Chapter 25

CHAPTER 25

Niles had finally got dressed and looked a little better by the time lunch had rolled around. He was in the kitchen, drawing up a list of groceries they needed for the home and his mind kept wandering down the winding path of what had happened the night before.

Fran entered the kitchen and saw him sitting at the table.

"What are you smiling about?" She asked.

"Wha-? Nothing. I'm not smiling."

"Yeah, you were. So? Who is she?" Fran said with a sly grin and pulled out a chair to take a seat alongside him.

Niles felt cornered. "Nobody. I don't know what you're talking about, Miss Fine!" And he began doodling on his notepad.

"Oh ho ho, I'm on to you, mistah! I can spot an unavailable man from a mile away - true story. And you, sir, definitely have your eye on someone."

He looked at her with his best blank expression and then began scribbling again.

"Aha! Pancakes!" Fran shouted, pointing at him.

His eyes bulged out of their sockets. "What? How did you... Shhhh!" He flapped his hands up and down, gesturing for her to be quiet. He looked around and worriedly asked, "Who told you?"

Fran laughed, triumphantly. "So I'm right!"

He frowned.

"You kept writing over the word 'pancake' on ya grocery list there, genius." She laughed. "I'd say it's bold enough!" she honked through her nose.

He looked down, embarrassed when he realised she was right. He'd practically decorated the word.

He turned over the notepad, set the pen down and rubbed his eyes and the bridge of his nose in gloom.

"Aaaww. Niles, don't get upset! I'm only teasing. Meanwhile, is that why there were leftover pancakes this morning?" She squealed. "Is that why you were happy to stay home last night?" Her excitement was growing.

"No, I stayed home because I was feeling a little under the weather. Still am. I'm not seeing anyone." He said carefully.

"Not seeing anyone doesn't mean you're not having fun with someone..." She grinned. "So, who's this girl that you're messing around with so casually and who's having pancakes with you at night?... And who seems to sneak out before we can meet her... Oh my gawd, did she stay over last night? Did ya get lucky?" She winked.

Niles's nervous energy made him smile. "Yes, Miss Fine, I had pancakes last night. Nobody stayed over afterwards. There's nobody for you to meet." He was being honest. She already knew CC.

"Yeah, yeah. I don't believe you but I don't care coz I got some of ya spy equipment so don't think you can hide this woman from me, scarecrow." She poked a finger at him. "It's not like I won't notice a strange woman walking around this house... Oh, Miss Babcock!"

Niles's jumped. He calmed himself quickly when he realised Fran was just greeting CC, who had entered the kitchen.

"How're ya feelin'? Niles is looking a little better already. You should use his secret coz it seems to be working wonders for him!" Said Fran, winking at Niles.

"I've already tried that, Nanny Fine. Niles and I did it this morning. We steamed up his entire bathroom."

Fran stared at her, mouth agape.

CC looked over, confused by the silence in a room containing a Fine woman.

"What?" She asked, perplexed.

"You and Niles?!" Fran squeezed out in a long breath, shocked.

CC's eyes widened slightly. _Shit! What is she talking about? What did I say? What did __**he **__say? Does she know? He told her?_

Niles jumped in to clarify things before too much was uncovered. "Miss Babcock is referring to the shower steam trick to loosen phlegm, Miss Fine. I showed her this morning."

"Why? What were you guys talking about?" CC asked, still unsure what she had walked in on.

Fran burst into fits of laughter and almost fell off of her chair. "Oh My Gaaawd! You guys! I almost had a seizure!" She looked at CC and began laughing again. "I thought you were saying you were fooling around with Niles! Haaa!"

Niles and CC glanced at each other "Why would you think that, Nanny Fine?" CC asked with fake laughter.

Niles joined in, laughing loudly and hoping Fran wouldn't say anything or that, if she did, his laughter would drown it out before it could reach CC's ears.

"Because that's Niles's secret for looking much better!" Fran laughed. "He's got some pretty young thing on the side and he seems to be getting some uh... TLC if you catch my drift!" Fran winked and continued laughing. Niles's laughter turned nervous but still loud.

CC, on the other hand, stopped laughing. She looked over at Niles. He wouldn't meet her eye. "Well, yes I suppose you're still right, Nanny Fine. I have been using that secret too." Niles looked at her.

"In fact I'm just about to call Damon right now. I too need a little TLC." She stressed the last part by punctuating each letter as she walked out.

Fran was still laughing and looked over at Niles. He quickly laughed with her but inside he was most definitely bothered by what had just happened.

CC stood near the outdoor table on the terrace, chatting to Damon on her cellphone. Maxwell called over the intercom in the office for a lunchtime sandwich from Niles.

As Niles entered the office, silver tray in hand, his eyes automatically scanned the room for her. He noticed her hair reflecting the sunlight outside as she looked out over the wall. Her back was to the door.

He served Maxwell his roast beef on rye and left the office, turning towards the second entrance to the terrace. He silently stalked his way outside to spy on her.

She sneezed a few times. Likely still sick. "I hope you'll forgive me for what happened last night," she said into her phone as she dabbed at her nose with a tissue.

Niles became curious. _What happened last night? She didn't tell him about us, did she? Did he figure it out? Had he seen it on __**her **__face? _The latter made him somewhat excited. He'd love to know he could have had such an effect on her.

"Well, I'll admit I did practice a little dirty talk but apart from that, I don't want to make any promises," she said.

_She told him about our dirty talk too?! Promises about what? Not seeing me? She did tell him, didn't she! Oh I have got to get equipment to tap her cell phone! _Niles thought, ever the snoop.

"Well I'm kept quite busy here at work and I haven't been feeling very well but we should definitely make plans if you want to get me away from the distractions here at the mansion..."

_Is she trying to upset him?_ Niles wondered in surprise. _She's basically telling Damon he needs to take her away from here... Away from me! This is not good! What if he comes over here looking for a fight!_

Damon said something.

"You never know where things could lead... You can't plan these things." She giggled evilly.

She turned and Niles ducked back around the corner but not before she caught a glimpse of him.

_"Bollocks! Did she see me?"_

"Chat later, Damon. Gotta go, mwah, mwah!" She said quietly and air kissed before quickly hanging up, then she lifted the phone to her ear again.

"Yes, Damon... You were amazing!" She giggled, hoping Niles would believe he was still on the line.

"Oh, you dog! I thought about you all day and night yesterday! ...Oh, you thought about me too?" She gasped extra loudly for effect, certain that Niles was still listening. "Damon! I didn't realise you enjoyed my dirty talk _that_ much!... Really? The best you've ever had, you say?" She laughed. "Well, I'm glad I keep you so satisfied."

Niles had ducked and stayed hidden. CC giggled audibly and peered her head around to check if she could see Niles.

"Aw, you're so thoughtful! Yes, chicken soup would do wonders for my cold! Bring some over to my place around 8pm? ... Great! I'll see you then, you sexy thing, you!"

She 'hung up' the phone and grinned to herself before turning to walk back into the office.

Niles emerged from his hiding place and sulked his way back to the kitchen. _I need to get myself out of this ridiculous Babcock rut. I need to move on. I need to find someone who'll accept me with open arms._


	26. Chapter 26

CHAPTER 26

CC was sitting on her designated green love seat in the office with her feet tucked underneath her. Her mind was occupied with the scripts she had in her lap when the doorbell rang in the distance.

"CC, did Mr. McMann seem content with the raise in budget for the costumes?" Asked Maxwell.

CC looked up from her scripts and started to say that she would call tonight and ask him because they hadn't made plans to see each other that day but she stopped when Damon happened to stroll into the office. CC rose from the sofa in a state of trepidation.

"Damon! What are you doing here?... Um, honey," She added to sound more delighted.

"I thought I'd surprise you at work seeing as we hadn't yet made plans to see each other." He grabbed her and kissed her. "Maxwell, how _do _you manage to concentrate with such a beautiful woman prancing around the house?"

Fran strolled in and stopped when she saw CC in Damon's arms.

"It's not easy, Mr. McMann, trust me!" Maxwell said, looking over at Fran.

"Ooo la la!" Said Fran. "_This _is the guy you've been seeing, Miss Babcock? Wowza!" She grinned, holding out her hand to him.

"Yes, Nanny Fine, this is Damon McMann. Damon, Nanny Fine." CC smiled as they greeted each other and shook hands. CC was feeling especially delighted that Fran was impressed by Damon. She secretly hoped Fran was jealous. She seldom felt as though she had something of which other women could be envious. Besides, she knew Nanny Fine was a huge gossip and what wax lyrical about how handsome he is to Niles.

"Nanny Fine..." Damon said, looking at her outfit appreciatively, "I see CC and yourself share some of the same scrumptious tastes in clothing." He turned to look at Max. "What does a man need to do to be in your shoes, Maxwell?" He joked.

"Become his butler," said CC out of pure habit. She suddenly hoped Niles was listening in over the intercom.

Damon laughed, "Good one, darling. You know, Miss Fine, you must take CC shopping. She's been coming off a little business-y lately..." He hinted his disappointment. "I hope she hasn't lost interest in impressing me?"

CC laughed nervously. "Of course not, Damon." She said and pulled him closer for a peck on the lips to convince him.

"Damon, could I offer you a drink?" Maxwell asked politely.

"Ah, yes. Thank you, Maxwell! A Brandy would do wonders if you'd happen to have any?"

"I'm sure we had a bottle, last I checked... One moment, Damon." He said.

The intercom buzzed in the kitchen. "Niles!"

"Yes, sir," he answered.

"Do we have any brandy?"

"Um, the, uh, last of it was finished a few nights ago, sir."

CC's stomach flipped when she heard him say that. She immediately thought back to their first intimate moment when she had let Niles get to second base after trying to get the snifter of brandy he'd hidden behind his back.

Then her mind somersaulted forward to the following day when she had sat fiddling with the empty bottle at the dining room table while Niles was hidden underneath. She had been on the phone with Damon... 'dirty talking'.

She felt as though she were cheating. Two men in her midst at the same time. Neither of them knowing how she really feels about them. _I don't even know how I feel about them._

"In that case, I'll have anything you have, Maxwell, thanks." Said Damon.

Maxwell buzzed for Niles to bring up a drink for Damon.

"I'll be right back," said CC as Max and Damon began discussing the budgets for the show. She made her way to the powder room under the stairs and locked herself in there. She took a seat on the closed lid of the toilet and took a deep breath in and out.

Once she felt she had composed herself, she stood and looked at herself in the mirror. She reapplied some of her lipstick confidence. She puckered her lips and then stuck a finger in her mouth and drew it out slowly to prevent any of the pigment from sticking to the inside of her lips or to her teeth. She shuddered and rinsed off her finger under the faucet as she criticized herself for letting it remind her of pancakes with Niles.

She looked at her reflection once and then decided to loosen a few buttons on her blouse. _For Damon, CC! _She advised herself.

She straightened her posture and opened the powder room door to find Damon and Niles walking by.

"Ah! Here you are, sweetheart!" Damon said and he neared her as Niles made a hasty retreat back to the kitchen.

"What's that?" She asked pointing to a scrap of paper in his hand.

"Oh, it's a recipe that butler just gave me for chicken soup." He crumpled the paper and stuffed it into his pocket. "Why he thinks I'd be cooking at all is beside me. And chicken soup of all things. I think that man is senile. He said you'd enjoy it but I told him I'd decide what to serve you when we happen to dine together and that you could have your pick of the best gourmet soup dishes this side of New York City!" He touched her jaw and kissed her lightly.

CC smiled distractedly. She knew Niles had heard her fake phone call. He was under the impression that Damon would be taking some chicken soup over to her place around 8pm.

Damon spoke up again. "Which reminds me. Would you like to escort me to a cocktail party at a friend's benefit this evening? He'll be serving some of the best spicy Indonesian delicacies and the drinks will be flowing all night." He grinned, pulling her closer.

She wasn't up for spicy foods or alcohol. She wanted to take something for her cold, have a relaxing bubble bath and curl up in bed with a cup of warm tea with honey. _What's wrong with me? I'm going soft._

"I'd love to, Damon but I'm afraid I'm not feeling up to being in the company of people tonight. I'm exhausted and I need to get some rest. I haven't been feeling very well."

"Oh, yes, that's right! You mentioned you were ill. Okay, that's no problem. I'll introduce you to my friends and business partners some other time when you're on top form... So I can show you off." He grinned.

She smiled and he kissed her, hugging her tightly. "I'll see you sometime soon then? When you're feeling better. Or when you're feeling bad," he winked and she laughed, shaking her head.

"I'll see myself out, darling." He said and she watched as he rounded the corner from the powder room and she walked to the office as he moved to the front door.

Niles saw him grabbing his coat from the closet and went to open the door for him.

"Ah, butler! Here -" he handed the crumpled recipe back to Niles, who looked down at it, confused.

"Miss Babcock won't be having soup tonight at her apartment as you'd planned? He asked.

"No, the plan was to go to a benefit tonight but she wasn't feeling up to it and, as I mentioned before, if she were to have a craving for soup, yours would not be the recipe she'd be tasting."

"Miss Babcock enjoys this recipe." Niles spat out.

"Well then I suppose I need to get her back to enjoying the finer things in life. Evidently, she's been hanging around here for too long." Damon said haughtily as he walked through the open door.

"Funny, I was just thinking the same thing about you!" Niles jabbed and he slammed the door, walking briskly to the kitchen with his recipe in hand.


	27. Chapter 27

CHAPTER 27

Niles stormed into the kitchen and noisily rummaged through drawers and cabinets in the kitchen and pantry gathering equipment and ingredients to prepare the soup on his recipe. He snatched a few vegetables from the fridge and banged a pot onto the stove.

The water began to boil just as his temper did. _There is __**nothing**__wrong with this recipe! _He told himself. _She loves my soup! It's the best she's tasted! It's better than any she'll ever have because this soup is the only soup that'll ever be good to her - good __**for**__ her!_

He stopped suddenly, his heart still pounding, half in anger at Damon and CC, half in surprise at himself.

Then he dropped the wooden spoon that had been gripped tightly in his hand as he heard her sneeze behind him.

He quickly picked it up as she moaned about how lousy she was feeling.

"Mmm, you're making soup for dinner?" She asked, smiling.

"Um, yeah. Would you like to take some home later for tonight?" He asked.

"Oh, no. Damon is taking me to an exclusive benefit and I'll need to go with an empty stomach if I want to enjoy the spicy Indonesian delicacies they'll be serving," she lied and moved to peer inside the pot.

"Spicy delicacies? Are you sure that's wise when you're feeling sick? Well, I suppose you've probably put your body into much worse situations... Or rather, much worse has been put into your body." He joked a bit harshly and then regretted it.

Luckily for him, she decided to ignore it and tried to smell the soup with her half blocked sinuses.

"Just have some," He relented, knowing she wasn't going to any benefit. She looked at him.

"... Is it ready?" She asked finally.

"Just a while longer."

She sat at the kitchen table. "Ugh, I'm going to sneeze!" She said as her face began to scrunch up. He quickly handed his handkerchief to her. She grabbed it and sneezed.

"Ah. Now my germs are all over your hanky," she said and rubbed her eye with her fingers.

"If I were worried about all the germs you carry, I wouldn't have let Mr. Sheffield bring you home from the pound all those years ago." He teased and was happy when a soft giggle came out as she hummed her 'distaste'.

He continued stirring and things grew quiet. When the soup was just about ready, he reached for a bowl from the cupboard and ladled some of the soup into it. He took extra care to fish for some of the meatier chicken and vegetable pieces to give her serving some more substance.

"Ding, ding! Order up!" He said joyfully as he turned to face her. She jolted, lifting her head from her arms as she had fallen asleep. He placed it in front of her along with a spoon, napkin, buttered bread, a glass of water and a pill.

He collected the same for himself and sat down to eat with her. She purred her approval as she ate. "Love this recipe," she muttered. "I wish I had you in my kitchen every day."

They looked up at each other, both remembering the dirty talk scene they had created in which they were in the kitchen of CC's apartment.

CC jumped to correct herself. "You know what I mean." She waved a hand in the air.

He smiled.

"What do you eat all day when you're not here? I mean besides gnawing on the carcasses of the ex-dates you have locked up at your place."

"Oh, whatever, buster. I can cook, you know! I can do things by myself! I'm an independent woman after all."

"_You _can cook?" He scoffed. "If I recall, Mr. Sheffield fell ill around the same time you decided to take cooking classes."

She glared at him. "Well some men can't handle what I have to offer."

"Some? I think you mean all." He ridiculed.

"Yeah, yeah. Including you. That's why I live alone."

"Hmm yeah, that's why." He scoffed, highly doubtful. "You can't do everything alone for the rest of your life."

"Says who? I had this very same discussion when I went out with Nanny Fine and that dimwitted blonde sidekick of hers. There are very few things you need a man for and that's the truth."

"And yet you would be the first to run out the door the minute another chancer shows up here."

"Huh?" She asked.

"Chandler."

"Oh, him. Yes, well, look how great that turned out." She pursed he lips.

"I was surprised he didn't last. He didn't seem to be afraid of you like all the other helpless creatures."

She laughed. "Well, like you said... He was beneath me."

They looked at each other and spat out at the same time, "Not anymore!". They burst into fits of laughter at the memory and then both quickly tried to stifle their shared enjoyment, feeling strange that they were on the same side of the fence together.

"Oooh, Miss Babcock. When the time is right, a handsome prince will ride up on his noble, white stead and slay you to get to his princess. You'll be out of your misery in no time, you'll see!"

She slapped his shoulder.

"So it won't be you that'll be the death of me? Because you're definitely no Prince Charming." She teased.

He laughed and shook his head. "Touché."

"Anyway," he said as he rose to clear their dishes, "If you _do _decide to hire someone to cook your meals, I'm available at a price. I need some extra income to pay for all the weaponry I use against you. It would be a thrill to know that you're paying for your own demise." He winked and grinned.

"Funny. Don't be too surprised if I do take on your services. And I'd make sure you work for your pay, slacker. I'm no ignorant Sheffield!"

"And let's hope you never will be." He chuckled.

"She shook her head and huffed. I'm going back to the office now." She informed him.

"And?"

_And... Why am I telling him? Just walk out, CC._

"Just letting you know I'm still going to be here for a while so don't assume nobody is here to walk in on one of your Old Time Rock 'n Roll routines." She smirked.

He narrowed his eyes at her as she left the room.


	28. Chapter 28

CHAPTER 28

When CC left the mansion early that evening, Niles wondered why she had lied about going to the benefit with Damon.

What was she trying to prove? She had admitted that there were few things for which she needed a man. He shuddered thinking of her needing McMann for one of them. The man irked Niles to no end. Besides that, if she preferred to be alone, why hide it?

CC lounged in the tub with bubbles up to the rim. Steam rose as she sat thinking of Niles being in her kitchen on a daily basis. She had to admit she wouldn't mind having home-cooked meals everyday. She definitely wasn't getting the right nutrition during her busy schedule. There just never seemed to be time to worry about cooking or eating and the stress of her job seemed to zap her appetite anyway.

The steam from the hot water of the bathtub disappeared into the air of her large bathroom as she thought back to being in Niles's bathroom and how he'd handed her a towel to make her more comfortable.

Then her mind dashed back to her standing in his bedroom while they had blow-dried her clothes after their water fight. She'd been in his room an awful lot lately.

She grabbed some soap and ran it over her body, hoping to wash away the images. She felt aroused for no reason. She couldn't seem to quell her sexual thoughts lately either. She realized she had stood in front of Niles in his room in a wet, semi transparent blouse.

Since all that had happened since then, she felt awkward just thinking about how comfortable she had been with him in that moment. She had had no idea that things were going to become so... twisted. He hadn't laughed at her or looked at her in disgust or even commented on her wobbly bits. He'd just looked at her. And touched her gently, told her not to burn herself. She should have known then and there that something was beginning to change. _I could have prevented all this. Maybe I didn't want to?_

She couldn't remember how that moment had ended but she liked the version she had dreamed up in the shower the morning after it happened.

She sighed as she remembered it. She had been so rudely interrupted by her alarm clock. _Not this time! _She decided.

She set down the soap and slipped her hand under the water once more to touch herself. She ran her hands down her body and grazed them over her abdomen. She lowered her right hand slowly and thought about him in the leopard print boxer briefs...

The way he'd lifted her onto Maxwell's desk with no regard for the important paperwork piled on the desktop; the way he'd tugged her dress up at her thighs to stand between her legs; the way he'd grabbed her breast and squeezed it while he kissed her... She lifted her left hand to pinch her nipple and moaned.

The way he'd looked at her; the way he'd licked his lips and smiled that stupid, lopsided grin as he touched her; the way he'd pushed himself against her center. The hardness of him. She moaned loudly as she slipped a finger inside herself and stroked gently.

She thought about their dirty talk in the Sheffield kitchen; the way he had pushed himself against her back; the things he said he had wanted to do to her; the things he said he had thought about her; the way he had cupped her breasts; the feel of his erection against her; him sucking on her finger to lick off the cinnamon and sugar...

_Ring, ring_

CC absentmindedly used her free hand to pick up the portable phone from its cradle next to the bathtub. "Hmm, Niles."

"How did you know it was me?" He asked.

_Damn it! _

"Witchcraft?" He asked.

"What?" She questioned, still caught off guard that he was really on the line with her when she had been fantasizing about him and still had a finger between her legs.

"You knew I was calling... You're practicing witchcraft again aren't you." She could hear the smirk in his voice. She wanted to get off of the phone and get herself off but she was curious as to why he was calling.

"Why are you calling me?" She asked, half moaning at her own movement against her hand.

"Oh, now you don't know? I thought you'd be able to tell." He teased.

"Ah... Niles. What do you need? I'm in the middle of something."

He heard the water splash around a little. "Getting ready for the benefit? It's already past p.m."

"Benefit? Hmmm. Oh. No. Cancelled. I'm just... Mmmm...enjoying a night in. I'm in the tub right now so could you hurry it up?!"

"In the tub? I thought your bathroom was too big to get steamy? Or are you feeling better." He inquired.

"Hmmm. Yeah... I feel good." She said, trying hard to hold her composure. "Hurry up, Niles."

The slight moan in her voice was making him wonder what she was doing. He started to picture her in the tub. He became a little embarrassed by the images her voice drew up in his mind's eye.

"Mr. Sheffield requested that I check on you since you left work early this evening."

"I'm fine. I'll come in early tomorrow to tie up any loose ends I left this evening. Bye." She removed the phone from her ear to hang up but heard him say something so she listened once more.

"Ugh, what?" She groaned as she shifted against her hand and circled her thumb on her clitoris.

"Have you eaten dinner?" He asked.

"Mmmhmmm uh..."

"Is that a yes? What's wrong with you? Why do you sound funny?

"Yeah..."

"Miss Babcock? You sound stranger than usual. Do you have a fever? I'm coming over."

"No! Don't be ridiculous. Goodbye, Niles." She moaned and hung up, and without looking, tossed the phone onto the pile of clothing she had created at the end of the day.

CC lowered her free hand into the water and grabbed her breast once more. Her hand had been out in the cool air for a while and when she touched herself with it, she could feel the cold. She delighted in the feeling of it. She imagined it was someone else's hand... _his_ hand.

Hearing his voice had helped, even though she was loathe to admit it. She felt like he had been there in her bathtub with her.

Why was she so attracted to this man? On paper they were all wrong for each other and she couldn't want to be in a relationship with him. She was a public figure after all - a socialite - a Broadway businesswoman. But physically... she just wanted to have her way with him.

The thought of being naked in his presence with all the tension between them made her stomach flip - partly out of anxiousness that he would judge her figure but mostly out of the anticipation that he wouldn't. She imagined him wanting her; taking her. She continued fingering herself until it became too much. She felt her body begin to go rigid and her chin lifted as her feet pushed against the end of the tub. She gasped and sucked in a few breaths as she came.

She sighed and smiled to herself. This was the closest she had come to... coming with a man present in more than a year. Well, he was almost present.

She hadn't been intimate with a man in a long time and hadn't been intimately touched in ages but the past few days had awakened her libido. _Maybe I should consider sex toys? _She contemplated, forgetting that she had Damon to fall back on; or forward on.

Still smiling, she dipped her head under the water to wet her hair. Her head emerged through the surface and she began washing her locks gently. Once she had finished, she pulled the plug and got out of the tub while the water whistled and slurped down the drain.

She dried herself off and slipped on her red silk robe. She patted her hair dry and walked into her bedroom to turn on her laptop. She hunched over to type in the search bar on the Internet browser.

She typed '_Sex toys for women, NYC'._ She felt a thrill rush through her as the search results began to pop up. She scanned through the first few and was unsure where to start. _What would I even like?_

She grabbed her hairbrush and began untangling her knots as she opened a webpage of a store in the Hell's Kitchen area of New York City. It was quite fitting for her. _Niles would think so. _She snorted in amusement.

A few sale items leapt up into view, the leather lingerie begged for her attention but she read through the list of categories in a dropdown menu at the top of the screen.

_Kinky games for you & your partner..._

_Special oils and lotions for you & your partner..._

_Dancers for hire_

_Mature reading materials and videos for subscription..._

_Outfits for her..._

_Outfits for him..._

_Sex toys..._

_Sexy edibles..._

She scrolled back up. _What outfits would there be for a man to wear?_

She clicked on the link and got up to slip on a pair of panties under her robe while it loaded. She went into her bathroom to fetch a bottle of her Chanel-scented body lotion.

When she entered her room again, her eyes bulged in glee and she began to giggle evilly at the pictures of men's costumes. There were firemen outfits and cowboys with ass-less chaps, a couple of different policemen outfits -_ standard fetishes, _she mused, smiling. The models aren't bad either. Then she saw one that said 'male servants & domestic submissives'. Her heart flipped. She clicked on the image to get a better look.

A handsome male model appeared on screen, clothed in yellow rubber gloves, a black feather duster, and a revealing apron with a convenient Velcro flap in the front. CC laughed when she pictured the butler in it and then almost fell off of her seat when the doorbell frightened her out of her investigation.

She cinched her robe up tighter, seeing as she had no bra on. She was still giggling when she grabbed a tissue to blow her nose as she ran to the door. She peeped through the keyhole, only to see Niles waiting outside, holding a bowl.

She turned around to face her apartment. "Ugh! What the hell is he doing here?" She whispered to herself.

He rapped his knuckles on the door again.

She looked down at herself and her skin flushed scarlet. She held her robe tighter at her chest and turned to open the door.

"I told you not to come." She said.

"First of all, hello. Secondly, you tell me not to do a lot of things. Why would I start listening now?" He said and then took in the sight of her. "I came to check you out- check on you. I came to check on you." He noticed her damp hair and flushed cheeks.

"I'm fine, I told you."

"You don't look fine. You look feverish and you were talking gibberish on the phone." He walked past her and into her apartment. She watched him and he looked back at her to see her frowning in confusion. "Mr. Sheffield ordered me to check on you."

"Yeah, right... That halfwit didn't even notice me leave," She mumbled. "What are you doing?" She asked as he entered her kitchen.

"You lied."

"About what?" She asked, shutting the door when she realised he wasn't going to leave.

"You said you'd eaten dinner. I don't see any dishes."

"I have a dishwasher." She said.

He eyed her and then opened the dishwasher to look inside.

"Excuse me, Yenta! Why are you being so nosy?" She said in annoyance when she knew he'd found her out.

"It's my job," he said. "Your dishwasher is empty as I suspected. I brought soup. Sit down."

He lifted the bowl he was carrying into the microwave and pressed a few buttons until it began to heat.

"I don't come into your home and make myself comfortable!" She said, slightly irritated.

He gave her a look. "I've never been in your bedroom, sitting on your bed with wet clothes." He reminded her.

"You invited me in that time." She said haughtily and crossed her arms.

He shook his head. "You should dry your hair. You can catch a cold like that." He pointed at her head.

"Too late. And you can't. You get them from viruses... Hence, I got mine from you!"

"Very funny." He said, emotionless. "Come here and sit down, will you?"

She obliged, albeit with some reluctance.

He set the soup down in front of her and she smiled unintentionally when she saw and smelled it.

"Spoon?" She asked.

"You're ordering me? I'm not the butler in this house." He said but fetched a spoon nonetheless.

She took it and sipped a first bite.

"How would ya like to be?" She buzzed in contentment at the taste of the soup.

"Your butler?"

"Mmhmm. Or just my cook. You don't have to be here. Just make meals for me. You could make them at the Sheffield's even. I could take them with me when I leave after work." She began musing aloud.

He considered it. "Why would I work for you?"

"Coz Maxwell's only paying you six bucks an hour for everything you pretend to do there," She smirked.

"I'd pay you that for the meals alone," she singsonged. "And perhaps some grocery shopping as well." She swallowed a few more spoonfuls and then looked up at him.

"It's a deal, Babcock." He said hesitantly.

"Great! You start tomorrow!" she held out her hand and he shook it.

"What are you making me for breakfast?" She said happily.

"Whoa, Nelly. I haven't even found a store that carries freshly harvested hay yet. Have you got any of Chester's dog food on hand?" He teased.

She smiled and rolled her eyes.

He laughed as she licked her spoon clean, pushed the bowl towards him and got up. "I'm going to blow-dry my hair and put on some pjs. Feel free to explore the kitchen and pantry," she suggested.

He took the bowl, placed it into the dishwasher and began looking around, searching through her cabinets.

CC ran into her room and slipped on a pair of short, ladies' silk boxer shorts and a silk spaghetti strap vest before putting on her robe once more.

She dried her hair and looked down at her vanity table wondering whether she should put on some makeup to make herself a little more presentable. She pinched her cheeks for some colour. She picked up her lipstick and then set it down again, shaking her head angrily at herself in the mirror. _What the hell, CC?!_

She returned to the kitchen to find him removing items from the pantry.

"You're going to make something now? Here?" She asked.

He peeked his head out at her. "No, like you, these all need to be thrown out."

She should have been embarrassed that she hadn't noticed the items had expired but she wasn't.

"Do you ever eat in this house?! None of this stuff could make a suitable meal."

"Open the door to your left." She said.

He did so and found a fully stocked bar. He pursed his lips at her.

"If I'm _really _hungry, I'll add more olives to my Martini," she joked.

He shook his head. "I'm not surprised."

She grinned.

He threw all of the expired items into a trash bag. "Are these all you have?"

"I have a stash of junk food in my bedroom... Chocolates and stuff. But I'm sure those are still fine," she said.

"I'll check," he said as he picked up the trash bag, highly doubtful of her and also interested in exploring the apartment.

"First door on your left," she called as he walked down the passageway. She walked into the kitchen to close the doors on the cabinets he had been digging through.

_Oh, fff-! _She bolted to her bedroom, remembering that she had left her laptop on.

When she burst in, she ran to her laptop where he was standing and she slammed it shut, grinning innocently. But she knew he had already seen it.

"I'm not wearing a uniform to work for you," he remarked with his best poker face.

She blushed. "The junk food is in that drawer over there," she said, pretending that hadn't just happened.

As he turned away from her she looked back at the laptop and checked that it was properly closed and then looked around the room, seeing her bra lying on the bed. She quickly grabbed it.

"No, not that drawer!" She ran to his side and shut the drawer containing her underwear. Before she shut it, he had spotted the black lace & sheer underwear she had described during their dirty talk in the Sheffield kitchen.

"This one." She indicated and he looked at her with the bra in her hands.

She quickly hid it behind her back and bit her bottom lip.

"I've seen your undergarments before, Miss Babcock. In Atlantic City, remember?"

"Yes, you ransacked my drawers without permission. I couldn't exactly stop you, I had no choice."

He began looking through her stash of junk food. "So much chocolate!" He said. "You need to get laid so that you don't have to waste so much money on these for your feel-good hormones."

She snatched the slab of chocolate he was inspecting. "Dark chocolate is good for your health, FYI! I saw it on TV."

"And you don't have to cook it." He knew she ate all the junk food because it was just easier than preparing a meal.

She scowled at him and opened the wrapper to take a bite.

"And it's known that women who eat a lot of junk do so to cover sexual frustration."

She slowed her chewing as she processed what he had said. "Oh please, that's such a misconception and frankly it's insulting to all women everywhere!"

"Oh damn, I was hoping to insult _you."_

"Shut up. I'm a real woman."

He looked down at her silk-covered chest as she tore off a little more of the wrapper to take a bigger bite. His eyes followed the contours of her breasts and he could see that she wasn't wearing a bra underneath. He swallowed and turned to look through the drawer again. He threw a few things into the trash bag and she lifted her head to watch him.

She leaned against her vanity table and when he turned to look at her, he noticed the bottle of body lotion behind her.

"Chanel." He said.

"No, Chast-. It's CC. Still Miss Babcock to you."

"I was referring to the body lotion."

She turned to look at it. "Oh." She blushed and remembered how she'd told him she had imagined his rough hands lathering it onto her thighs for her.

She turned to look at him again. He moved towards her to reach for the bottle. She felt her body tingle at his nearness. He opened the lid and sniffed it. "Not bad." He said and grasped her wrist, bringing it to his nose to smell her pulse point. She watched as he closed his eyes to breathe her in. She had a forgotten block of chocolate in her cheek.

"You could almost convince people you're a woman with this aroma floating around on you." he teased.

She smirked. "I haven't put any on yet."

He opened his eyes and looked embarrassed. He dropped her wrist. "I was talking about the bottle."

She smiled and he reached up to grab a piece of chocolate from her hand, stuffing it into his mouth.

She mimicked him. They watched each other chew. Glancing between each other's lips and eyes.

"I'll come over in the morning after I've done some grocery shopping," he said quietly and watched her lick the chocolate off of her lips. "Mmhmm."

"Ugh! Babcock!" He groaned in frustration and walked out of her room towards the front door, firmly clutching the trash bag.

"What? What'd I do?" She asked, coming up behind him as he opened the apartment door.

He turned around. "Nothing. What time do you wake up in the morning?"

"Depends how heavy my night was."

"I'll just catch a cab over here after serving the Sheffields and then I'll get a ride back to the mansion with you after you've had your breakfast," he decided.

"Seems logical," she said, and reached out to hold the door open as he stepped out. He noticed her robe open a little and caught a glimpse of her cleavage.

She noticed his eyes drop and she lowered her arm, feeling vulnerable.

"Thanks for the soup."

He nodded. "I'll see you in the morning then, Miss Babcock." He said and walked away as she shut the door, stuffed another piece of chocolate into her mouth and frowned, deep in thought.


	29. Chapter 29

**Thanks for the reviews! It often gives me ideas and hints on what you guys would like to see happen so don't stop! I never thought my first Nanny fic would be longer than 5 chapters. In fact, it was going to be a one-shot but this mismatched couple and my own personal Babcock-ish experiences keep inspiring me :)**

*** Disclaimer. You know how it goes.**

CHAPTER 29

CC woke with a start early the next morning. She lifted one side of her sleeping mask and looked over at her alarm clock, feeling groggy. It wasn't buzzing and the time read 6:04am "What the hell?" She moaned and twisted to pull the covers tighter and cover her face.

_Bzzzz_

"Ugh, it's the stupid doorbell that woke me!" She groaned. She hauled herself out of bed with her eye mask pushed up to her forehead and her hair looking like a bird's nest.

She reached the door and as she turned the knob to open it, hissed, "You better have a dying wish, assho- Oh. It's you."

"Gee, I thought you'd be a morning person, seeing as you're no fun during the rest of the day," Niles said.

"Ugh. Not everyone can be so bright-eyed and bushy-tailed at 6 am." She turned and trudged away, leaving the door open for him to enter.

"And why 6 am, by the way? I only need to be at the mansion at 10:00."

Niles walked toward the kitchen and fished a notebook and pen from his blazer pocket.

"Yes, but _my _day doesn't start at 10:00. The children have already eaten and are getting ready for the day. Mr. Sheffield and Miss Fine are likely doing the same. I thought we'd make a list of some meals you'd like this week so that I can run and get fresh groceries this morning to cook while you get ready."

"Too early. Too much talking." She said as she pulled her eye mask off of her head and sat at the table near where he stood. She rested her head on her arms.

"What do you like in the morning?"

"Sleep, for one." She groaned.

"Miss Bab-"

"Eggs, Niles. Poached." She said, hoping to shut him up.

"No heavy hollandaise sauces or anything. Nothing fried in too much oil."

"Any other favourites?" He asked as he took notes.

"Um..." She lifted her head. "Granola... oats... or plain Bulgarian yoghurt. Any of those with fresh berries - goji, blueberries, raspberries. Cashew nuts... And also sunflower and pumpkin seeds... I like a mixture of things. I don't like too much of the same flavor. It gets boring."

"I didn't realize you'd be this picky. And _you _thought I should've come later? It's a good thing I didn't. This might take a while."

"I'm not picky. I'm just particular. I'm very conscious of what goes into my body."

"Even when you're drinking? And even when you take a stranger home with you? Do you consider what goes into your body then?" He smirked.

She gave him a forced smile, bearing her teeth at him to indicate she wasn't amused.

"Okay, what else?"

"Ground flaxseeds and whey powder. In the above." She pointed to the spot on his list where he had written 'granola / oats / plain Bulgarian yoghurt'. Now she was going to push it to see how much he could take from her.

"You love to be difficult, don't you?" He said.

"If I'm going to hire a cook, he might as well make the things I'd want to make if I had the time."

"Or the cooking skills," he teased and smiled at her.

She looked up at him and he could see the smile hiding in her eyes. He got lost in them for a moment.

"Pancakes..." She said softly, still staring at him. "If all else fails, I could be happy with pancakes."

He continued looking at her.

She looked down at his lips and then blinked, breaking their eye contact and she rubbed the sleep from her eyes. "Aren't you going to right that down?" She asked.

"I think I'll remember that one." He said as he looked down at his notebook and carefully and neatly wrote 'C.C. Babcock' at the top of the page.

She watched his hand as he wrote. "You're cooking for other people too?" She asked.

"No, just you and the Sheffields." He said.

"You wrote my name. Afraid you'll forget who the meals are for in your old age?" She teased.

He shrugged his shoulders. She felt strange. All he was doing was writing her name and yet it felt so personal. It was like a reminder that her name was in his head; that she was the sole thing on his mind in that moment. She grasped for any conversational topic to ease the tension she felt.

"You're left-handed," she noted.

"What! You mean this isn't my right hand? All my life..." He said in mock surprise.

She rolled her eyes playfully.

"Anyway. You had better get going if you want to find and make all that." She gestured to the list.

"And you had better start getting ready. You look like you had a heavy night."

"Well, like this morning, last night _you _unexpectedly dropped in on my night so 'heavy' would be an apt description." She laughed.

He wiggled his head around with a scowl.

"I'll be back soon. Leave the door unlocked in case you're in the shower when I get back. No, scratch that. I don't want to walk in on anything that could ruin my vision. I'll buzz so you can let me in."

"Fine by me. See ya later," she said as he reached the door.

"Don't be long, I'm already so hungry, I could eat a horse!"

"Miss Babcock! That would be cannibalism!" He taunted and he pulled the door shut just as her night slipper hit it.

CC emerged from the shower and wrapped herself in a towel. She walked into the bedroom, still rubbing her heavy eyes. She would have to start getting used to early mornings if he was planning on coming over to make breakfast in her kitchen this early every day.

She plonked herself down on her unmade bed and wished she had had at least another hour's sleep. Her body wasn't used to the change in routine.

She stretched her neck back and forth and from side to side then she got up to return to the bathroom and brush her teeth. _I don't need my breath making me an easy target._

She watched herself in the mirror, noting how worn out she looked. At least her hair looked good. She was glad she'd washed it the night before. With Niles waking her so much earlier than usual, she was left with so much time and decided to try an up-style this morning.

The doorbell rang. She walked towards it with her toothbrush in her mouth. she unlocked it and began running back to her bedroom shouting, "It's open!" And hoping he wouldn't catch a glimpse of her in the towel.

She heard him enter as she pushed her bedroom door closed with her foot. She finished brushing her teeth and opened her cupboard to search for something to wear.

Niles began packing away a few food items in the pantry and fridge. "Miss Babcock!" He shouted. "Shall we do eggs and toast today?"

No answer. He put a pot of water on the stove to boil and put the kettle on for tea and coffee. He made his way to her room to ask her again.

CC had put on her red, sensible, cotton underwear and a black & grey gingham pencil skirt along with a pair of classic, black Christian Louboutin heels.

She slid each coat hanger in her closet from one side to the other, looking for a red blouse. She wasn't feeling very vivacious this morning so she decided to let her clothes take front seat.

Niles reached her bedroom door, which was left slightly ajar. He lifted a hand to knock but stopped himself when he noticed her moving around through the sliver in the door. When he saw her in her red bra, his breathing hitched in his throat. He moved closer to the crack in the door as she pulled a blouse from her closet and lifted it to inspect it.

She grabbed the towel off of the bed and held it up around her chest and called, "Niles!" And moved towards the door.

_Shit! _He thought. He quickly took a few running steps backwards before she pulled the door open. She was startled to find him almost near her room.

"Oh, that was quick," she said. "Um, do you think this blouse would clash with this pencil skirt I'm wearing?" She held up the blouse with one hand and the towel over her chest with the other.

"It'll look great with the blood on your lips once you feed."

She decided to take the comment with a pinch of salt and stepped backwards into her room to close the door with her foot, still looking at the blouse.

"Poached eggs and toast?" He asked before she shut it.

"Yum," she said with a smile and shut the door.

He smiled and walked to the kitchen to prepare breakfast.

"Mmmm, breakfast smells amazing!" CC sang as she entered the kitchen area.

Niles had just plated her meal and set it on the table for her. He'd set out cutlery, a teacup, a small dish of jams and spreads and two small drinking glasses - one filled with juice and the other containing a single, short-stemmed pink rose.

She smiled at the sight before her as she took a seat. She picked up the slice of toast and spread some strawberry jam onto one half and pomegranate jam onto the other.

He shook his head. "I could have made you another slice if you wanted both?"

"I didn't know I wanted it until I saw what you had to offer," she said absentmindedly as she took a bite of one side and closed her eyes to savour the sweetness.

He leaned over the table to sprinkle a pinch of salt and pepper onto her eggs.

"Hmm... Just how I like it!" She said with her mouth full after having taken a bite of the eggs. "Thank you, Niles," she smiled.

"If I had known that food would be all it took to make you this pleasant I would have started feeding you years ago."

She grinned. "You missed a good jab there."

"I did?"

"I would have added, 'But I should've known. The way to a man's heart is through his stomach after all.'"

He snorted in surprised laughter.

She chuckled alike.

"Have you eaten?" She asked.

He nodded. "At the Sheffields this morning."

"So early? I'd be hungry again by now."

"Yes, highly likely."

She gave him a dirty look. "If you want to have something here, feel free. You're doing the cooking anyway."

He bowed his head in thanks but didn't have anything to eat.

"Are you going to watch me eat now?" She asked, unexpectedly shy.

"Is there anything I can get for you? Anything you need to take with you to the mansion?"

"Would I need to pay extra?" She teased.

He smiled, shaking his head. "I'm here and I don't know what else to do with myself."

"Do you feel uncomfortable in a woman's apartment?" She teased him with a grin.

"No, but I feel uncomfortable in yours." He teased back with a smirk.

She aped his expression. "Make yourself at home. Have a seat in the living room, watch your trashy soap reruns on TV, whatever you do to kill time."

"I never have time to kill."

"Aww," she pouted, exaggerating pity. "Okay then. You could get my briefcase and coat ready. They're in my bedroom."

"Are there any dangerous laptops left in there that I should avoid?"

Her eyes bulged. "Shut up. It was... research. For a show."

"A one-woman show? Starring you and your hand?"

"You have a dirty mind!" She said.

"And yours keeps up."

She got up and pointed a finger at him but had nothing to say. Her smile eventually forced its way through and she poked him in the chest and said, "Clean up these dishes. I'll get my things."

"Yes, sir!" He saluted as she walked to her bedroom.

By the time the dishes had been washed, CC had emerged from her room, briefcase and coat in hand. She set them down on the coffee table in the living room and turned to see her cup of tea still sitting on the kitchen countertop.

"Oh good!" She said and grabbed it. "I wasn't finished with this." She took a few more sips and leaned against the counter as he emptied the dishwater from the sink and dried off his hands.

She glanced over at the rose that was still resting in a glass on the table. He looked over and then followed her eyes to it. "Your place could do with a little life." He said.

She looked at him and then back at the rose. "Mm, I suppose you're right. You'd know how to give it a woman's touch."

"Yes, seeing as you can't." They chuckled.

"Ready to go?" He asked.

"Mmhmm," she said as she gulped the last of her tea and put the cup into the dishwasher. "You know, I'm not British. We, Americans, tend to go for coffee in the morning."

"Maybe you should try a little British now and then. I'm sure you enjoyed what I've given you." He winked as he picked up her briefcase and keys and walked to the door.

She wasn't sure if he was talking about tea or about other things he'd given to her lately. She smiled and followed him out of the door, putting on her coat as she walked.


	30. Chapter 30

CHAPTER 30

"Niles, where have you been? I've been calling for the past hour, looking for the leather dossier! Oh, good morning, CC."

"Sorry, sir," Niles responded as he entered the mansion with CC in tow. "I've taken on a few duties for Miss Babcock. I was over at his apartment this morning."

CC rolled her eyes but she couldn't help but wonder why Niles hadn't informed Maxwell.

"Ah, I see. Well, I hope these duties aren't going to be taking up too much time?"

"He'll be cooking meals for me, Maxwell. I usually have lunch here or at the theatre so it's mostly breakfast and dinner that will take his time." CC explained as she followed Maxwell from the entrance hall to the office. Niles followed suit to help look for the leather dossier.

"Oh, I wasn't informed. How long will this be going on then?" Maxwell asked, looking at the files Niles had handed him.

Niles looked over at CC. "Indefinitely," She said.

"This isn't just something you're doing to keep up with the workload in the weeks leading up to the show? Do you mean to say this may be permanent – that you've hired him?" Maxwell asked.

Niles was curious too.

"Yes, I hired him. I'll decide how long I keep him based on his performance."

"Um, I'm standing right here." Niles said, stony-faced.

CC looked over at him and sneered, "Good! Then you've been warned."

And then she did something he hadn't expected or ever experienced from her before. She winked.

"Well, CC, if you plan on keeping Niles under your employment we may need to draw up some sort of schedule. He was my butler first after all. I can't have him shirking his duties."

Niles looked at his boss, suddenly worried. He hadn't thought that Maxwell would miss him that morning. He'd prepared everything before he left to CC's. But then again, Maxwell couldn't tie his shoes without Niles. He should've told him beforehand. He didn't want to lose his job.

Niles looked at CC, hoping that she would ease Maxwell's concern.

"Maxwell, it's a few hours out of the day. He may even be cooking here some days. Don't worry, I won't hog him. I don't even know why I'm inviting him to spend more hours in the day torturing me."

"Alright, CC." Max was distracted by the papers he held once again.

Niles was relieved. He smiled and left the room. CC watched his back as he went.

Lunchtime had reared its head through the afternoon clouds. Niles had ordered in Chinese food for the Sheffields and had made a small, traditional, English cottage pie for CC. She had left to the theatre and he was planning on taking it to her.

"Ah yeah! I was craving some Chinese all day at school!" Brighton said as he saw the boxes on the kitchen counter.

"Too bad, Mae Lee said you're so not her type!" Maggie said, causing Niles to laugh.

Brighton stuck out his tongue and began opening boxes to find what he wanted.

Maxwell entered the kitchen and moaned when he saw lunch. "Chinese, Niles?"

"Um, the children requested, sir." He lied. "And Miss Fine as well." He added for good measure.

"Alright, I suppose I'm outnumbered."

"If you don't need anything, sir, I'm off to deliver Miss Babcock's lunch to her at the theatre..."

"Yes, fine. Don't be too long. I need you here to do... Uh. You know, things you do."

Maxwell had no idea what exactly Niles did there. He just knew he was happy with the meals and clean house and was comfortable with Niles seeing as he had known him since they were young boys."

"Yes, sir." Niles nodded and rolled his eyes as he left.

Niles drove the limo to the theatre a little off Broadway, his passenger a small picnic basket.

When he arrived, he entered the theatre to see CC standing near the stage, talking to two men who had their backs to the entrance. One of them walked away, throwing his hands in the air in surrender and when CC turned to the other, he reached out to fondle her hand.

Niles heard her laugh and when he saw the man turn, he realised it was Damon. _Great. _

He strolled up to the couple and cleared his throat as they were kissing. CC pulled away and wiped the corner of her lips in embarrassment. PDA was not her style anyway.

"Ah, Maxwell's butler! Hello. What are you doing here?" Damon asked.

"He's working as my personal cook actually," CC explained. "Lunch?" She asked Niles. He nodded and lifted the basket into her line of vision.

"Great, I've been working up an appetite!" CC said, excitedly. "I'll just go and tell the actors and musicians we'll be taking a short break. She hurried up the stage and disappeared through the wings.

Damon looked over at Niles and crossed his arms, snorting.

"Is there a problem, sir?" Niles asked.

"It's just funny. A man holding a domestic job. Cooking, particularly. Funny." Damon said snobbishly.

"Yes, funny. I suppose if a woman enjoys my skills, it's only polite that I do what I can to satisfy her cravings... Hmm, I suppose that is quite funny." He grinned.

Damon looked at him, shocked at what he had implied.

"I'll have her get rid of you soon, mark my words, servant." Damon hissed as CC appeared from behind the wings and made her way towards them.

Just as she was almost within earshot, Niles muttered to Damon, "She had the soup last night. Twice."

Damon's jaw slackened just as CC reached the pair and smiled at them. "Shall we sit down to eat?" She asked.

"What have you got for me, Niles?"

"Traditional cottage pie."

"Ah, I see now you're forcing the British down my throat. First the tea this morning and now this." She laughed and he shared a smile with her before grinning at Damon, whose eyes flashed red in anger.

"This morning? At Maxwell's, you mean?" Damon asked.

CC opened the basket to peer inside. "No, Niles made breakfast at my apartment- Oh! This looks delicious!" She exclaimed as she lifted the dish from the picnic basket.

Damon was not pleased. Niles decided that was his cue to make a hasty exit and return to his other job. He didn't wait for her to thank him. The situation that had just transpired had been thanks enough.

CC placed the dish on the stage in front of them and opened the basket to retrieve the plate, cutlery and a soft drink that had been inside. She noticed a lilac tulip lying gracefully beside where the dish had been. She smiled at the thoughtfulness that had put her in a good mood. _Butler training did him good. _She decided to resist the urge to lift the flower to her nose and left it resting inside.

CC looked up and realized Niles had gone. "Um, would you care to share with me, Damon? There's enough for two," she said as she plated a portion.

"I'll try some, why not." He had to check out the competition. If the butler's cooking was good enough then at least he could convince himself that that really was the (only) reason his girlfriend had hired him and that he had nothing to worry about.

He took a bite and CC did the same. His eyes widened. "Good, right?!" She said, holding her hand in front of her full mouth.

He nodded in relief but was annoyed that he couldn't use the cooking as an excuse to get CC to fire Niles. He was just _that _good.

They finished the meal together without so much as a word to each other. CC was too busy humming in pleasure at the food every time she tasted another forkful.

"CC, darling. The sounds you're making give a man impure thoughts." He reached to stroke her lower back and she smiled and wiggled her eyebrows at him. He laughed at that. She'd never used that expression before. Where had she picked it up?

He kissed her and told her he had to run and that the preparations for the show were looking good.

"I'll let you know when I'll be back here again if you'd like to drop in on another rehearsal this week." She said.

"Yes, that would be lovely. We could do lunch before," he suggested, hoping that would get Niles out of his hair for the day.

"Yes, sure. Or Niles could even cook a little something for us if things are too busy that day. Do you have a favourite?" She asked.

He pursed his lips. "I'll let you know."

"Okay. I'll see you soon, then," she said and pecked his lips.

He pulled her in tighter, not satisfied, and then deepened the kiss merely because he could.

She was caught off guard and giggled shyly when he released her.

"I love that you're mine and I can do that to you whenever I want." He said proudly.

She smiled at his possessiveness and he threaded his hand through her hair a few times before speaking. "So, I'll see you-"

"Soon," she repeated, vaguely and smiled as he nodded and left.

She fixed her hair and looked back at the stage, taking the plate and cutlery and returning it all to the basket. She pulled out the tulip to look at it and found herself smiling.


	31. Chapter 31

CHAPTER 31

CC and the picnic basket made their way back to the mansion a few hours later. CC was excited to find out what Niles had planned for dinner that night. This whole eating-well thing was doing wonders for her mood. _And Dr. Bort thought Prozac was all that would help! _She snorted.

When she parked her car, she reached over to the picnic basket and removed the tulip from it. The icy-cold soda can that had been in the basket before lunch had kept the flower cool and crisp. She placed it gently upright in the outside pocket of her large purse. She recalled the last time she had seen lilac tulips - there had been a bouquet on the coffee table the night Max and Fran had walked into the living room to find her and Niles locked in a passionate embrace. She shivered.

She grabbed the basket from the seat and got out of her car to enter the mansion through the backdoor at the kitchen.

Fran was having some ice cream with her friend. "Hi, Miss Babcock," they whined in unison.

"Hello, hello!" She said happily as she placed the picnic basket and purse on the table and walked to the fridge to retrieve a bottle of water.

"Aww, Miss Babcock how cute is your new boyfriend!" CC turned to look at her as she swallowed a gulp of water.

CC was about to agree and boast about how sexy and well-off of a catch he was when Val clutched her heart and said, "He brought you a flower during lunch! That is so adorable!"

CC realized they had seen the flower peeking out from her purse.

"Oh! No, Va-, um... Vanessa? That's just..." She didn't want them to get any ideas so she went with, "...something he does sometimes. Nice, huh?"

Fran sighed. "I can't remember the last time someone gave me flowers. It's so old-school but in a good way, ya know. It's like when men would actually court the women. Not like today when we working women have to chase these men and nag them until they finally give up... Which reminds me... I'll see ya later, Val. Gotta go work on Mr. Sheffield."

"Don't ya mean _for _Mr. Sheffield, Fran?" Val asked.

"No, she doesn't." CC scoffed.

Fran and Val giggled like schoolgirls and greeted each other before Val left.

CC picked up her purse and made her way to the office, thinking that she had received a flower from a man twice in one day. Sure, they were for decorative purposes with her meals and probably somewhat of a reflex for him with all of his butler training but still. It was... not the most unpleasant experience.

CC and Maxwell worked on the costume designs for the upcoming show for a few hours before Niles made an appearance in the office. CC looked up at him as he placed a tray of tea and scones on Maxwell's desk. Niles picked up a teacup and saucer and handed it to CC. Her tummy rumbled audibly.

"Earthquake! Take cover, sir!" He said to his boss and she became embarrassed.

"Isn't it your job to feed me on time everyday?!" She complained.

"Mmhmm. But an appetite like yours is a difficult one with which to keep up."

"Whatever. We need to discuss dinner. You didn't even ask me this morning if I like cottage pie. You just went ahead and made it for lunch."

"You like it."

She shook her head. "Yes but if I didn't I could easily have gone hungry! It would have been a waste!"

"Don't be such a drag queen! Oops, I meant drama queen." He grinned. "We can discuss dinner once you've calmed down. Drink your tea or tonight it'll be to bed without dinner for you."

She huffed in annoyance and took a sip.

A short while later, CC made her way to the living room, searching for Niles. He was cleaning the wall mirror when she spotted him.

She came up behind him and he released a fearful shout of horror.

"What? What?!" She said, clutching her chest in alarm and watching his reflection for an answer.

"Good lord! How do you survive seeing that reflection of yours in the mirror every day?" His face relaxed into a smile and he chuckled.

"You're hilarious, Niles," she said sarcastically as she dropped her hands to her sides. "Get your pen and paper. We need to talk about dinner."

He followed her and sat beside her on the living room couch. Once he had removed his notebook and pen from his blazer pocket, she began listing a few meals she enjoyed.

He wrote 2 pages worth of notes about cooking techniques, the type of cooking oil she'd prefer he use, her favourite cheeses for any dishes requiring them, the type of wine she'd like with meals and how she'd like her meat dishes done.

"I thought you liked your steak freshly hunted and dripping with blood?"

"You're disgusting. Let me read over what you've written." She snatched the notebook from him and flipped back a few pages.

"When did you write this?" She asked as she realized the first page had a list of foods she loved but hadn't mentioned.

"Oh, ignore that. I was trying to decide what to make for lunch and thought those were possibly ones you'd pick if I had asked you. Tear out the page," he said and tried to do just that.

"No, these are great too." She said, pulling the book back from him and reading over them once more, surprised by his accuracy.

She smiled as she read through some of the desserts he'd listed. "Oooh, I'm looking forward to having these! Will there be dessert every night?"

"Think you can afford it?" He teased by glancing down at her tummy. She scowled.

"Kidding."

She smiled, visualizing the baked cheesecake topped with fresh blueberries and a cup of coffee on the side. _Or tea, _she thought, _Tea's okay too._

"I'm going to get started on dinner for the Sheffields soon. Would you like me to cook here so that you can take it home with you?"

"I haven't decided yet which of these I want, actually," she lied and continued looking down at the notebook to hide any sign of her fib.

"So shall I pick and get started or would you like me to cook at your apartment later once you've made up your mind?" He asked, rising from the sofa.

"Later," she said. You can come over after you've served the Sheffields."

He nodded and took back the book as she rose to hand it to him.

"Thanks." They both said. They weren't sure what else to say. They'd never been in this kind of mutually beneficial relationship before where they weren't scratching each other's eyes out.

Much later that night, CC opened the door to a disheveled-looking Niles who was holding 2 bags of groceries.

He rushed past her and into the apartment.

"Sorry, I was held up at the mansion and then I had to fight with a cashier at the grocery store because she wouldn't let me use your card! They never noticed last time. I had to show her a picture of you and I to prove I know you and then point out a magazine article showing your picture and name. It took some convincing that I work for you but they relented eventually." He dropped the bags onto the counter and began emptying them. She walked into the kitchen to help him pack away.

"We might have to do something about the card situation because I don't want to cause a scene each time."

"What picture did you show them?" She asked.

"It was an article on Sheffield-Babcock Productions and the new, upcoming musical."

"No, which one of you and me?" She moved a finger to point between them.

He stopped moving suddenly and looked at her. "Um..."

She waited.

He looked back down at the bag of brown basmati rice he had been holding. "Just an old picture of us at a benefit or something. You know those ones the photographers go around taking?"

She looked surprised. "Why do you-"

"I keep it so that I can run up tabs at bars and put it on your name." He taunted.

She laughed and shook her head. "I never knew you'd bought one of those photos."

She couldn't read his expression. He didn't look sure of it either.

"Yes, well. It comes in handy. Like tonight for instance."

"When you're alone and your handy is the only handy that will touch you?" She teased.

"Don't flatter yourself, Babs," he said but she thought she saw a blush. "I don't need to get off on a picture. I can keep a woman if I need one. I'm confident I'm a good lover."

"Because you practice so much on your own." She laughed and clapped her hands together in enjoyment of her own zinger.

"No because I can tell by the moan." He looked down at her body and then at her lips.

She stopped laughing but her chest still hinted at her quick breathing. She frowned and then swallowed.

He placed the bag of rice on the table behind her, still gazing at her lips. She watched his eyes anxiously.

"Are you going to help me tonight?" He asked.

"With what?" She wanted him to define what was happening.

He was silent for a moment. "Um.." He paused hoping to see some sign from her. Even though she was dying to make a move, she didn't. And that's all that was clear to him.

"With... Um. Dinner." He looked down, feeling despondent.

"Yes."

He nodded, still looking at the floor.

"Only if you don't kiss me."

His eyes shot up to meet hers. He was shocked. They never spoke of things like this. Not before anything happened and not after. And definitely not as an invitation to make things happen. Her comment seemed so personal. A kiss. That's all. But that's all it took with him.

He watched her lips and then her eyes as they fell on his jaw. He noticed her chest rise and waited for it to fall. It seemed as though it wasn't going to.

He took the tiniest step closer and rested his hand on the counter behind her. They both looked at it. She looked back at him and waited to see what he'd do or say. There was a wooden spoon near his hand. _He's going to reach for it and make me cook. He won't kiss me._

He finally looked up at her. He inched even closer, his head next to her cheek and he felt her breath on his neck.

She didn't dare move. He still had the upper hand. All he had done was imply his decision. He could change it into a joke in a second.

But he didn't. He pulled his head slightly back to look at her, almost touching noses. He lifted a hand and gently brushed two fingers over her lips. She blinked a few times and felt her lips tingle. They were already sensitive in anticipation of a kiss.

He lowered the fingers to her chin and then slid them down her neck to her collar bone and then he gently, almost barely, touched his lips to hers. She was too on edge to move her mouth. Her eyes were still open and she was frozen to the spot. He hadn't really kissed her, just touched his lips to hers.

When his lips began to part from hers she was disappointed that that would be the end of it. If she wanted more, she would have to meet him halfway. She pouted her lips into a kiss and nipped him back gently, closing her eyes when he leaned into her kiss.

He lowered his hand from her collarbone to the back of her hand and grazed his fingers against hers. She turned her hand to touch fingertips with him. Their other arms still clutched at their own sides as if they were afraid to let themselves touch any more than they had.

He wanted to clasp his fingers between hers and hold her hand but he was afraid it would seem more intimate than sexual and the kiss was already taking that chance. He knew she wanted more sex in her life, she groaned about it constantly at the mansion, but he wouldn't assume she wanted love. Especially not from him. Holding hands seemed too bold a move in the moment. He didn't want to scare her off.

She breathed in through her nose, not wanting to part lips with him and she pressed her lips a little harder against his once more. She didn't want to deepen the kiss. She was enjoying it they way it was going.

She was glad that he didn't try to work his tongue into her mouth either. Not that she would've protested, but this was nice. It felt as though there were no expectations.

She smiled into the kiss and he heard her lips move against her teeth as she did so. He pulled away from her and they both looked down, smiling like idiots.

"What?" He asked her.

She just grinned, feeling giddy.

He did the same.

She looked over at the wooden spoon. "You know what this means of course, don't you?"

He looked at her in question.

"I don't have to help you cook." She smirked and he laughed, running a hand through his hair.

CC left Niles to cook as she went to have a quick shower and get into something a little more comfortable. She slipped on a pair of pale grey, form-fitting yoga pants and a thin and airy, knitted jersey in pale yellow. She put on a pair of night slippers over fluffy, white socks and made her way to the kitchen.

Dinner was served and this time, Niles ate along with her. They had lasagna and a fresh salad with a glass of wine each. CC kept feeling like this was a first date. Italian food, wine, a chaste and shy kiss earlier in the night. But then she reminded herself this was Niles; he was being paid; this was his job; and this was her apartment where she was wearing a tracksuit and slippers and (should have been) thinking of Damon.

They shared a few curious glances and small talk. Once they had finished, Niles cleared the dishes, tidied the kitchen and got ready to leave.

"What about your wine?" She asked, noticing he had only finished half his glass.

"I'll throw it out. I'm definitely not leaving it there for you to get drunk on. You've had enough," He jabbed.

She huffed. "I had one glass! And I can have as many as I want! I'm a grown woman." She poured another glass for herself just to spite him.

"Fully grown." He said, smirking.

She shook her head and picked up their glasses, walked to the living room and sat on the sleek black sofa. "Come on. Sit here and finish this with me. I hate to drink alone."

"That's never stopped you before. As soon as the clock chimes 5 p.m..." He laughed but sat next to her, taking his glass.

"What ever happened in that Spanish soap opera?" She asked, turning on the TV with one of the many remotes she had lying around.

"The one where they killed _Papi_?"

She nodded, flipping through channels.

"I think that one ended. It only ran for about 6 seasons before they played something else in its place."

"Ugh. They always end it just when you want to see where things lead!" She said.

He agreed and took a sip from his wine. She looked over at him. He was sitting on the edge of his seat, somewhat rigidly. "Lean back, relax. You're off duty until you have to clean these glasses!" She laughed as she kicked off her slippers and lifted her feet onto the sofa.

He smiled. "You clean out a wine glass with more precision than I could."

She gulped down some wine. "Ahh! And I wouldn't have it any other way!" She grinned.

They watched some trashy TV in comfortable silence and he would look over at her every time she laughed at something funny that the characters would do.

After the first few times, his laugh quietened and she realized it had been because he was watching her and not the TV. She drank the last sip in her glass and placed the empty vessel on the coffee table. She pulled her legs up to her chest.

He noticed her glass was empty. "Shall I pour you some more, Miss Babcock?"

"No, Thank you." She kept her eyes on the screen even though it was a commercial.

"I should get going," he said.

"You've still got a few sips left." She pointed out as they both rose from the sofa.

"Oh." She watched as instead of gulping it, he stood, sipping slowly. She picked up her glass and walked to the kitchen. He followed her and placed it alongside hers in the dishwasher. She smiled when she saw the two glasses and the pair of plates waiting to be cleaned. She couldn't remember the last time her kitchen had hosted a dinner for two. In fact, she couldn't remember single time.

She shut the dishwasher door and turned towards him. She lifted her hands up her sides, searching for pockets in her pants and then, realizing it had none, rested her hands on her hips. She didn't know what to do next.

He watched her as she smiled at him before she looked around her apartment behind her.

"Thank you for the company tonight, Miss Babcock." He bowed his head. _So formal, _she thought.

She nudged him gently, rolling her eyes with a smile. "Stop acting so... weird."

"You stop," he said. "I think you took too much Prozac."

She laughed and they turned to walk to the door.

He opened it and stepped out into the hallway. She took hold of the door and stood with half her body behind it, almost hidden from view.

He turned to greet her and took in the sight of her. She looked down at herself and then back up at him.

"Dinner was great, thanks." She said.

"A repeat tomorrow?" He asked.

"Yes, but not the..." She smiled, "lasagna again."

He grinned at her. "Not the lasagna again," he repeated in a happy mumble, as if making a mental note. "Goodnight, Miss Babcock."

"Goodnight, Niles." She smiled and shut the door. She looked down at her feet, still smiling, and then looked through the peephole. He was still standing in front of her door. She saw him raise his hand slowly as if to knock. Her heart jumped. She didn't want him to do it. Not tonight. She watched, relieved, as he lowered it again, smiled and then walked away.


	32. Chapter 32

CHAPTER 32

The next morning, Niles was singing in the kitchen while cooking a lavish breakfast for the Sheffields.

"Oh, Niyals!" Fran said. "That woman of yours is doin' ya good! I didn't know you could sing like that. Did she keep ya up last night?" She winked suggestively.

He smiled and decided not to correct her and turned back to his waffles.

"Ooo, waffles with maple syrup, berries _and_ banana slices? I think I might love this girl more than you do!" She licked her lips.

As Niles began serving the family, CC waltzed into the dining room singing her usual greetings. Niles's heart jumped. He didn't know she'd be coming over to the mansion this early. She slats keeps him guessing.

"Good morning, CC. Niles made the most brilliant waffles this morning. Would you care for some?" Maxwell offered.

"Sure! Why not!" She was already placing a napkin over her lap and salivating at the aroma whisping through the air.

Niles plated a portion and moved to her side, placing it in front of her.

She squealed when she tasted it. "Oh, this is just like the one I like to order at The Loeb Boathouse restaurant in Central Park!"

"Yes, Niles is familiar with one of the chefs!" Maxwell said.

"He gave me a few pointers," Niles confirmed. He neglected to mention that he'd actually also asked the waiters what the Bitch of Broadway liked to order when she went there.

She took another bite. "Mmm... So warm! It's goes down amazingly well when it's snowing outside!"

"It is delicious! Probably my new favourite breakfast of yours, Niles!" Maggie complimented him.

Niles smiled in humble appreciation at the kind words. "Yeah, mine too," CC said to her plate. "You can add it to the top of our list, Niles." He nodded.

"I'm glad you two seem to be getting along better, CC," Maxwell said.

"Sir, it's easy for her. Look at me? Who can't love this face?" Niles smiled sweetly. "I'm the one who should be complimented, I mean... ahem..." He gestured towards CC, contorting his features in mock disdain. CC gave him a dirty look.

"Haa! Spoke too soon!" Fran laughed and smacked Maxwell lightly on the forearm

Niles smiled and returned to the kitchen as the table began to empty after their plates had.

When he made his way back into the dining room, CC was standing at the serving table at the wall. "Looking for seconds?"

"Thirds, actually..."

He walked up to her and spooned the last of the berries onto a small waffle for her. She watched his hands as he did so.

She knew neither of them was going to mention the kiss that had happened the night before. They'd both avoid talking about the obvious tension between them because that would come too close to defining their relationship - the last thing they wanted to do.

"Oh, I have something for you!" CC said as she pushed her plate back into his grasp and rummaged through her purse. She withdrew an envelope. She had written his name across the front.

He looked at her and she took her plate back from him and returned to her seat to finish her meal. He opened the envelope to find a key and a credit card. He searched her eyes for an explanation.

"I can't have you waking me up at all hours every morning so I made you a key for you to let yourself in. The card is for groceries. You need to sign the back. It's got your name on it."

He looked back at her. "I feel like a kept man." He said. He hid his pleasure of feeling that she was giving him a little more lead into her life.

"What other kind could you be?" She laughed. "It's just a key and card. It'll make things easier for the both of us."

He nodded and stuffed the envelope into his pocket.

"I noticed you didn't barge in at 6 am this morning. What happened?"

"It was hard to get up," he said, and before she could say anything about trying Viagra for that, he added, "Someone force-fed me wine last night."

She laughed. "Well, at least now we're on the same page about how it feels."

"And yet you still do it. Masochist."

She ran her tongue over her teeth hiding a smirk and then took another bite of her waffle.

"About last night, Miss Babcock-"

Her cell phone rang suddenly. She was afraid to let it go to voicemail. She didn't want to discuss what had happened. She didn't want what was happening to end or to change. Talking about it would change things.

"Um, hold that thought." She pressed the answer button and put the phone to her ear, still looking at Niles. "This is CC..."

She looked a little embarrassed when she looked down and said in a high-pitched voice, "Oh! Damon! Nooo, I didn't forget about yoooouuu." Niles felt himself smile as he began writing something in his notebook. She often dragged out her words in a high pitch when she was lying. He knew her too well.

She listened as Damon spoke and then she lifted her eyes again to see Niles placing his notebook in front of her. He'd written: _lunch preference? _And underneath that, listed: _lamb stew & brown basmati rice; prawn & avo salad; grilled chicken & steamed baby potatoes; the usual corpses at the graveyard. _

She stifled a laugh at the last one but the grin made its way onto her face.

She grabbed the pen from him and added: _Your ass on toast if you don't watch it!_ She looked up at him and smirked and then she moved her pen to begin circling the lamb stew option but her pen halted halfway through as she responded to Damon, now devoid of the grin. "Today? For lunch?" She asked.

"Oh. Um..." She licked her lips, imagining the lamb stew and then sighed.

"Yes, I suppose I do owe you one." She smiled, spiritless, and set the pen down.

She looked up at Niles and he shook his head. She did the same and he nodded his understanding, picked up the book and walked into the kitchen.

CC listened as Damon rattled off ideas of where they could dine and the hordes of influential people they could bump into at said locations. While he spoke, CC kept thinking about how he would bring up Niles's name in her company and suggest she shouldn't put up with the servant's comments. He had told her that if she wanted him to, he'd support her in convincing Maxwell to forbid that kind of behavior from the butler. She hadn't taken him up on that offer because, frankly, she didn't think it was that big a deal. That, and she sort of enjoyed the banter. It made her crazy but kept her sane.

When the call ended, CC entered the kitchen with her empty waffle plate and called for his attention as she placed it in the sink.

"Yes?" He said, his head in the subzero.

"You wanted to discuss last night?" She asked.

He didn't turn to face her. "Uh, no, I just... wanted to know what you'd like for lunch. Seeing as last night you had said you wouldn't want lasagna twice in a row." He hoped that would be believable enough.

He didn't want her to know just how much he hated that she was seeing someone. Damon wasn't as bad as Collin, who would say the kinds of things it had always been Niles's place to say, but he was still seeing CC. The fact that it had been lasting a while now made it almost unbearable, especially CC and Niles had been sharing almost as many touches and kisses as they had insults lately.

He didn't want to fight another man for her only to find she didn't want him at all. He wanted to find out a little more about how she felt before he took that leap.

She seemed to accept it. "Oh. Okay. So um..." She fiddled with a mug someone had left on the countertop. "It seems I'll be out all day today from lunch time... but we can do lamb stew for dinner, right?"

"Sure." He said, still not turning around. She couldn't tell what he was thinking because she couldn't hear it in his short answer.

"Right. Tonight then," she said and left the room when she got no response.

**The waffles with berry compote from The Loeb Boathouse restaurant in Central Park really do exist! I was fortunate enough to spend some time in New York City and tried them on a snowy day. It was heaven!**


	33. Chapter 33

***The longest chapter yet! Enjoy!**

CHAPTER 33

CC left the mansion as Niles began serving lunch to the Sheffields. The meal wasn't nearly as well-received as his waffles had been that morning.

"Niyals? Are you okay, honey?" Fran asked as she placed her hand on his forearm while he poured some gravy on her meal for her.

"Miss Fine, I'm perfectly... fine."

Fran looked beside her at Grace. The little girl didn't look convinced either. "Are ya sure, sweetie? Did something happen between you and ya girlfriend since breakfast?"

He put the gravy boat down on the table a little too roughly. "I don't have a girlfriend, Miss Fine! As I told you the first time, I'm not seeing anyone! So could you please just stop talking about-"

When the room went quiet he realized they weren't used to a Niles who showed heartbreak or genuine hurt regarding his own personal matters. His life and concerns had always revolved around the family. He was supposed to be there for them. Not the other way around. He straightened his tie to compose himself. "My apologies. If you'll excuse me..."

Once the Sheffields had finished their meals, Grace tiptoed into the kitchen to see the man who helped raise her.

He looked disappointed as he pretended to be concentrating on the butler magazine subscription in front of him.

"Niles?" She said, timidly.

He looked over at her and then back down at the magazine. "Yes, Miss Grace?"

"I need to talk to you about something..."

He looked up at her and then pulled out the chair beside his so that she could take a seat next to him. "What's on your mind, kiddo?"

"I don't know. I'm confused I guess." She scrunched her nose to play the part.

"About?" He wasn't sure where she was going with this.

"Um. Well, say there's this girl who is seeing someone but isn't sure if another guy, one she truly likes, likes her back, so she stays with the first one out of convenience... Should she break up with the one she's seeing even though she isn't sure of the other one's feelings?"

"Um, I'm not sure I follow... Although, I wouldn't tell your father you're seeing someone... You're much too young to be tainted by the hurts of love." He patted her head and smiled sadly.

"No, I'm not seeing anyone. I'm just saying hypothetically. If there was someone else the girl was obviously into... But she didn't do anything about it because she thought he hated her... I mean. Should she have to wait for him to find out how she feels? Wouldn't it be fairer to be honest with each other so that they can both stop being miserably ignorant?"

"Why would anyone hate you? I mean hate her? Wait, Did he do something to you? What did he do? Did he try to hurt you?" Niles was suddenly worried.

"No, no, nothing like that. Never mind. I'll figure it out. Thanks, Niles." Grace left the room wishing she could take a college level psychology course because her leisure reading didn't seem to be helping her to get the point across to Niles.

She wished she could just scream that CC doesn't know how he feels about her and won't do anything about her own feelings unless she knows her heart would be safe too.

***cccccccccc***

Later that evening, Niles sucked it up and decided to go over to Miss Babcock's to prepare her dinner. It's what he was being paid for in any case.

He let himself in with the key she had given him. The place seemed darker somehow. Not unlike the cold looks she would give him before the smile would work it's way through to her eyes. He reminded himself to buy more flowers.

He dropped the key onto the kitchen table and looked around. It was strange being there alone. It was still early and she probably wouldn't be back for hours. _Now would be the perfect time to snoop_. He grinned in excitement.

He skipped down the passageway and opened a door to the right. A study. There were a few framed newspaper articles on one wall, including the one in which he had "edited" her name to 'Boobcock'. He laughed when he read it again.

There was a frame resting on her desk next to her computer. He picked it up to see a picture of a man holding a drink in salute to the camera. It looked professionally photographed. The man had model-good looks.

_Who the hell is this?_ Niles wondered. It's not Damon, Chandler, Collin or any of the other men she had mentioned before. It definitely wasn't family either. Niles had seen them all. He placed the frame back in its place and rounded the small desk to open the drawer. It was locked.

He sat in her chair and looked around, wondering why she came to work at the mansion all day if she had this quiet space to herself. _Maybe because it's too quiet? _

He lifted a book from her desk. It was titled, '_How to Get Ahead in a World of Men.' _

Niles laughed. _She wishes she had access to a world of men!_ He opened the cover and a key slipped out. He picked it up and looked at. He pushed it into the keyhole on the drawer and it twisted without restraint. He set the book down and pulled the drawer open.

It housed a bunch of loose paperwork, and her travel documents. He lifted an eyebrow evilly and checked her year of birth, making a mental note for later use. He placed the documents back inside and flipped through a few of the loose pages in the drawer. There were a few paperclips and rubber bands. Then he spotted his name on a folder. He withdrew it from the drawer and looked inside.

He found forms with his employment details and documents for his pension plan. There was one page he hadn't seen before. It declared that a percentage of his pay was being invested for him. The next page showed the interest he had gained on the investment.

_Hmm. So I might have a little more than I thought I did?! _He was glad at that discovery. He smiled as he flipped through the next few pages in his folder until a photograph and a card slipped into his lap. One was a picture of him that had been taken for his ID and other documentation. The other was a picture of him and the Sheffields at Christmas. Maxwell had had it printed onto greeting cards and asked Niles to send them out to family and friends. He opened the card. He recognized Grace's precise and impeccable handwriting. It read:

'Dear Miss Babcock,

Wishing you a very Merry Christmas and a happy festive season!

Thank you for helping daddy with his business. All the best for the New Year!

With love from all of us at the Sheffield residence (including Niles),

xoxo'

Niles had never seen the card before. He had just sent out the sealed envelopes. When he finished reading, he turned over a photograph that had been inside, only to find it was one of him and CC. The photo depicted the two of them posing together at their table at an awards banquet. It was one they had attended with his boss and Miss Fine. He remembered Fran running around with her camera like a headless chicken all night but he didn't remember this one being taken.

He looked comfortable in the picture. His arm was resting on the back of CC's chair and she was leaning nearer to him for the shot. She was grinning broadly for the camera while his head was turned to look at her face, perhaps wondering why she was grinning, as he hadn't noticed the camera. But he was smiling at her.

He wondered if Miss Grace had added the photo to the card or if CC had placed it in the folder for safekeeping. He liked the idea of the latter. He flipped it over and recognized CC's handwriting. '_I'm with stupid, 2001._ And she'd drawn a smiley face next to it. He shook his head and laughed to himself. Then flipped it back over to look at the picture once more.

He snorted as he saw her hand had reached for his butter knife on the table. He remembered it clearly now. He had kept leaning on her chair while she ate and she had threatened to amputate his arm if he did it again. Naturally, he did. Lucky for him, the camera saved him by distracting her.

He liked the picture even more now. He looked over at the frame on her desk and decided to remove the picture of the strange man he didn't recognize and replaced it with their picture. He placed the frame back on the desk and smiled at it. He hoped he could tease her later by asking why she had a framed picture of them. She'd be so confused. _I love playing with that woman's head._

He put away the rest of the contents and shut the drawer, locked it and placed the key back into its hiding place in her book. He was about to walk out but then ran back to her desk, grinning.

He grabbed a pen from the desk-tidy and once again opened the hardcover of _'How to Get Ahead in a World of Men'. On the first page, where the title was repeated, he scratched out the 'A' in 'Ahead'. _

Then he put everything back the way he'd found it and chuckled to himself. He left the room, shutting the door behind him, and made his way to the kitchen to start preparing dinner.

He laid the table settings along with an understated centerpiece of short-stemmed, tightly-bound flowers in deep purples and blood reds.

He knew the lamb stew would take a while so he continued on his adventure. He made his way past the study and opened a door just beyond it. A guest bathroom. Nice enough. The door opposite it revealed a guest room containing a bed and end tables but no linen. She obviously didn't play hostess. He didn't need to see the unmade room to know that.

He closed the door and turned to face her bedroom door. He'd been in there before but both times she'd been there too. Now it felt as though he were trespassing. He took a step inside and looked around. The room smelled like her.

He treaded lightly, as if his footprints would be a giveaway that he'd been there. He stepped toward her closet and pulled open one of the silver handles on the crisp, white doors. Her closet was a sea of bold neutrals hanging in colour order. It was all business - pants suits, skirts, blouses and blazers. Everything was in the same colour range - black, navy, red, beige; nothing that could be considered offensive to the eye. _Classic socialite straight from her cotillion training,_ he thought as he caressed the fabric of a few of the items he had seen her wear recently.

He spotted a few evening dresses; he even recognized one or two. Her shoes were neatly aligned along shelves above and below her hanging business attire. He shut the door and looked behind him at the drawer that he had emptied of chocolates and other expired junk food. He decided he should help her restock it sometime.

He resolved not to intrude on her underwear drawer. _Some things were best left to the imagination,_ he thought. _Or to exploring with permission._

He saw her Chanel body lotion on her vanity table and picked it up, inspecting the bottle as he walked into her bathroom, which was enormous!

He opened the lid on the lotion to smell it as he looked around the room. He sat on the edge of the tub and noticed the cordless phone on a rug on the floor. He picked it up and placed it onto its stand. He inspected her bath products - the shampoo and shaving cream, the loofah and facial scrub. _It all smells like her. _He could finally put an image to the myriad of scents that radiated off of her all at once and shot through his nose to his heart.

He smiled when he saw the detachable sprayer. He had teased her about it when she'd told Mr. Sheffield about her renovations. He found himself wondering whether she had pleasured herself with it. He snapped the lid of the lotion closed and got up from the tub to return to his duties before this daydream could get the better of him.

He looked at his wristwatch and noticed she should have been back by then. _She should have been back almost an hour ago!_ How long had he been exploring?

He checked on the stew and the potatoes in the oven. They were just about ready. He turned off the stove and oven and turned on the warm drawers just in case the meal would cool before she got back. He placed the stew into a serving dish with the potatoes and placed the dish in the warm-drawer before setting a bottle of wine on the table.

***cccccccccc***

Damon and CC made their way back to her place much later than she had planned.

"I didn't realize you had arranged so much activity for our day!" She smiled. He walked her up to her apartment and waited as she unlocked the door.

"Thanks for the lovely time," she said.

"Pleasure. Oh I'm so exhausted! I wish I could just stay here with you all night." He said, yawning. She knew what he was trying to hint at. She didn't enjoy his passive manipulation. She could see right through it and wished he knew she was smarter than that. It was almost condescending.

She opened the door and saw Niles, fast asleep across her sofa. She quickly pulled the door shut and turned to Damon. She didn't want to upset him by having another man asleep in her home.

"I'm exhausted too, I'm afraid. I need an early night. This day seems to have worn me out."

He looked annoyed.

"If I had known we'd be out so long I would have prepared my work for tomorrow. You've set me back, darling. Too bad I have to catch up now otherwise I would surely invite you in."

She wanted to remind him she had already done what he'd wanted by spending all day with him. She wanted him to feel guilty about expecting more of her time. It seemed to work.

He pulled her into a kiss. "Next time. It's going to be amazing." He kissed her again. _There he goes again, assuming he'll get what he wants. Amazing for whom? He's on an ego trip!_

He kissed her deeply, probably taking one last shot at getting her in the mood. He must not yet have realised CC was a stubborn woman. She greeted him once more and he walked off. As he stood, waving pathetically from the elevator with puppy dog eyes, she realized she couldn't leave it like this.

She ran to him and he held the elevator doors open as he heard her call out his name.

"Change your mind, my darling?" He grinned.

"Damon, I've been thinking about us a lot these past few days..." _Lies._ She often forgot he existed.

His face lit up and he reached out to hold the elevator door as it had started to close. "I have too, _Miss Babcock_," he winked.

She grimaced, knowing he had called her that only because she had found it a turn-on the last time. She was irritated that he went straight for the intimate memory.

"Um. I think that it would be wrong for you and I to continue doing this."

She could tell he hadn't been expecting that. CC always went straight for the balls.

"I don't follow."

"I'm sure you've noticed that our nights have been ending short of what you'd hope would happen. I'm not sure why but I just can't bring myself to... I mean on paper, you're perfect! But I don't know..."

"You're not attracted to me?"

"No, you're very handsome. You're an attractive man. Women would probably think I'm mad to be doing this but there's just something missing between us. A spark or..." She looked at him hoping he would be able to help supply some sort of explanation why she felt this way.

"Women would think you're mad to be doing what exactly? Are you breaking up with me?"

She winced. "I don't want you to be angry or to take this out on Maxwell and the show. I still want it to be a success and I'm sure you do as well?"

He nodded. "Well, then. CC, I suppose I'd be lying if I didn't say this was somewhat inevitable. You did seem a little uninterested on some occasions. I just didn't think it would be happening this soon. I was hoping to get to opening night at least."

"Is that your euphemism for having your way with me?" She smirked.

He winked. "If only we had that thing you think is missing. You read me so well." He laughed and reached out for her hand, taking it to his lips.

"The show must go on!" He said confidently. "If I can't have you, at least promise me a hit?"

"Of course!" She grinned and then added, "We're talking about the show of course?"

He nodded, laughing. "And perhaps that nanny's phone number?"

CC sure was glad she had broken up with this one. "With pleasure. I'll see you around the theatre this week. I'll give it to you then."

He made a gun gesture with his hand and winked. "See you, babe."

She waited until the elevator doors had closed and then she quickly but quietly open the door to her apartment once more.


	34. Chapter 34

CHAPTER 34, Part a

CC entered her apartment quietly, checking that he was still asleep. She noticed the smell of stew immediately. Her tummy rumbled. She walked up to his side at the sofa and looked towards the kitchen. She smiled at the sight of the table he had set out. It was almost too hard for her to trick him. Almost.

She ran to her room and retrieved a red, lacey bra & thong from her drawer. She crept to the sofa and placed them in Niles's hands. The gentle touch made him stir a little and he moved his hand up nearer to his face. _Perfect! _She held in her giggle. She ran to the front door and, pretending she had just arrived, slammed it shut.

He jumped up and looked at her and almost popped his eyes out of their sockets when he saw what was clutched between his fingers.

"Niles!" She pointed at his hands with her mouth open.

"I didn't! I wasn't- I only looked in one closet! I never opened your drawers!"

She pulled her chin back in genuine shock and confusion. "What?!"

"I- Oh. You did this, didn't you?" He realized.

"You went into my room?!"

"I was looking for a blanket." He lied. "You should get a walking cane to help you hobble through your day faster. I was getting tired waiting for you. Thought I'd nap here, as you could see." It was such a convenient excuse.

He lifted his hands with her underwear in them. He raised an eyebrow and looked at her, holding the bra up between them as if picturing it on her. He knew it would make her uncomfortable and draw the attention away from what he'd done.

"Hey!" She shouted, and ran up to him to snatch it from his grasp. She held a hand across her chest as if covering herself. He wouldn't let her take it. He laughed as she scowled at him.

"You _are _wearing clothes. What are you covering?"

"I KNOWbut STOP picturing me in that!"

"You started it. You put this into my innocent, idle hands!" He teased.

She dropped her hands to her sides with a sigh. "How would you like it modeled for you if you give it back?"

He looked at her in surprise and then his face turned skeptical. "By you or by Sylvia? I'm not falling for that again."

She smiled and stepped closer to him. "Niles," she hummed suggestively. He watched as she looked down at his body and back up at his face. He was mesmerized. She snatched the underwear from him.

"You're weak," she grinned and walked to the kitchen to see the food.

"No, I have a weakness. It's entirely different."

He walked up behind her and peeled off her coat, placing it around the back of one of the chairs. She was stunned to the spot when he put his hands on her shoulders and turned her around. He pushed her against the slightly warm door of the oven he had used to roast the potatoes.

"What are you doing?" She asked and put her hands flat against the cupboard behind her legs.

He smiled and pushed her hair behind her ears on both sides. "Shhh..."

Her eyes widened. He placed his hands on her upper arms and slid them down to her wrists. He felt her hands tremble slightly.

He lifted her hands up and placed them on either side of her shoulders against the oven. He heard a sharp breath escape her lungs. He looked at her and she licked her lips in anticipation even though her eyes were still bulging in surprised confusion.

He smiled and it made her frown at him as if to remind him they shouldn't enjoy this. He stepped closer to her and released one of her hands to slide his own down to her hip. She kept her free hand suspended against the oven where he'd left it. She inhaled, feeling her ribs open and her chest rise. Her eyes fluttered as he moved his mouth to her ear and whispered, "Miss Babcock, You have a weakness too..." _He knows_?

He pulled back slightly, grinning at her as, next to her eye, he held up the underwear, which he had retrieved from her pants pocket.

"Ugh! You're an ass!" she pushed him away roughly and slapped his chest. "You're abominable!"

She pulled out her chair and sat at the table. "I want to eat my dinner NOW!"

He laughed and dished up her meal placed it before her and stood dishing up his own with the underwear clutched tightly in his hand.

He turned to sit across from her.

"Are you going to hold onto those all night now?" She said angrily.

"I'll save them for later." He smirked and stuffed them into his pocket

"Pig!"

He oinked in response.

She narrowed her eyes at him. She really was exhausted and not in the mood to argue. He was tired too. She could tell by his face. She'd get her underwear back.

CCCCCCCCCCCCCCCCCCCCCCCC

The meal had been delicious. She was glad he'd stayed to cook even though she hadn't been there. She enjoyed coming home to something and, dare she think it, to someone. She thanked him and got up to go to her room while he cleaned up.

She nervously opened a few closet doors to check that there was nothing he could have seen that he could hold against her. _Nothing out of the ordinary. _

She walked into her bathroom and saw the cordless phone had been returned to its base. _Maybe he was just tidying up?_

_Did I leave this here? _She wondered as she caught sight of the Chanel body lotion on the edge of the tub. She picked it up and opened the lid to smell it before returning it to her vanity table in her bedroom.

Everything else seemed to be the way she had left it.

"You're paranoid," she said to herself.

"Yes, and senile."

She spun around to see him standing at her door holding the vase of flowers that had been on the table at dinner. "Talking to yourself again, Babs?"

She folded her arms across her chest. "Leave me alone!"

"I'm not even touching you!" He smirked. "May I come in?"

"Nothing stopped you before." She spat. "If you laid your hands on any of my-"

"Oh, Babs, calm down. They're just things." He entered her room and walked around her bed to place the small bouquet on her nightstand.

"Very expensive things, which you have no business handling!"

"I handle you, don't I?"

She grimaced.

He turned to her underwear drawer and reached for the handle. She bolted to his side and he stuck his hand out against her tummy to stop her in her tracks.

"I'm just packing up," he said in a tone that could be considered soothing if he weren't so cheeky. He revealed the red bra and thong from his pocket, showed it to her and then placed them gently into her drawer. He watched her as he did so. He shut the drawer, which seemed to calm her down, and then she swatted his hand from her body.

"I don't find this funny, in case you hadn't noticed. You're annoying." She remained standing in front of him.

"When have you ever found me to be anything but an annoying domestic?" He said and sat on her bed to make it worse.

She grunted in frustration. "Do you mind?" She said in irritation.

"Nope, have a seat." He smirked.

She glared at him.

"This is _my _bedroom!"

"Yes, I can see how having a man in here could upset your delicate balance of things."

Her anger grew. "I've had men in here! I've dated! I've been in love!"

"You've been in love? With whom? And Chester doesn't count because he's a pet, firstly, and secondly, I've seen the way you treat him and that's not love!" He scoffed.

"It is too!"

"You hate Chester." He said with a straight face.

"So what? That doesn't mean I don't love him! The opposite of love isn't hate, it's indifference!"

He looked up at her. When he did, she realized what that comment had implied about their own relationship.

After a few seconds of silence, Niles said, "You don't love him or hate him."

"I do, too!" She jumped a little too quickly.

"You didn't even notice him enter the room."

She turned around to see the pooch sniffing her briefcase near the closet door.

"That's indifference." He said.

She looked back at him. She knew he was pointing out that she hadn't been indifferent about Niles entering her room and that could only mean she cared about what he did. Which meant she hated him... and / or loved him. It was hard to tell with such a fine line between the two.

"It's different. He's not a person. I'm comfortable with him walking around my apartment. It doesn't matter how we feel about each other."

Niles frowned.

"Me and Chester! How _we _feel about each other." She huffed.

"Which brings us back to the question at hand. You said you've been in love. With whom?"

"Why are you so concerned about me and my love life? You're always pointing out my flaws in the way I handle relationships! Everyone does things differently, that doesn't make the way you do things any less wrong than the way I do!"

"I never criticized the way you do things."

She raised her eyebrows in shock.

"I meant just now. All I asked now was whether you've really ever been in love. I don't understand why you're being so defensive."

"It's your tone! The way you asked me, idiot!" She ran her tongue over her teeth and sat on the bed as far as possible from where he sat. "Fine. Have _you?"_

"Have I what?" He asked.

She rolled her eyes. "Ever been in love?" The question came out a little shyly. She always felt uncomfortable just mentioning the word.

He looked down. "I've been infatuated." He spoke slowly. "I've been...totally absorbed. I... I've had days when I can't stop thinking about what I plan on saying or doing to... her."

CC was listening intently. She hadn't blinked. She was watching his face as it tried to hide from view. She noticed his change in posture as he played with a loose thread on her bedspread. His body language made him appear forlorn. The topic seemed to show him in a different light. She kept expecting a joke but none came. He was so... serious.

"Some days would feel incomplete if I didn't go... hadn't gone looking for her."

She blinked slowly and looked down at his hand on the bedspread.

"So that's you're idea of love?" She asked quietly, still watching his hand.

"Unrequited, yes." He said. "But it's not the only kind there is. It's only the worst kind."

She looked up at him and saw a sad smile on his lips. It faded quickly.

He expected her to crack a joke about how any love from him would always be unrequited. He expected her to emphasize that of course nobody would want _poor,_ little bellboy.

"I like the other kind," her voice startled him from his reverie.

He looked up at her and she pulled her eyes from his gaze and rested her line of sight on the closet in front of her.

"The one where you can't get enough of each other. Where you think the both of you must be insane to pursue it and that only you two could be comfortable with the insanity."

Her gaze shifted to his hand once more and she continued, "But there's always that risk. The risk that you're the only crazy one. That it _is _all in your head."

She chuckled suddenly. "Or in your loins - that it's just your hormones." She smiled and reached for a chocolate slab from her nightstand. "Sex is always good too."

He chuckled softly. "Yes, if it's all you can get from someone, I suppose it's not _that _bad."

She smiled with a slab of chocolate in her cheek.

"Want some?"

"Chocolate?" He asked.

"No, sex." She said, rolling her eyes.

He knew she was being sarcastic but he said yes and smirked at her.

She continued chewing and narrowed her eyes, lifting the chocolate slab to him. He shook his hand in front of it to decline. She reached over to toss it onto her nightstand.

She wiped her hands against each other to get rid of any crumbs. "So, um. When last have you..." She scratched the back of her neck and laughed. "You know...?"

"Had a neck massage?" He asked, smirking.

She dropped her hand from her neck and grinned, "Nooo!"

He grinned back. "Had sex?"

She nodded and bit her lips together to stop grinning.

"Probably not as recently as you have," he said.

"I thought Nanny Fine said you were seeing some hot, young thing?"

He shook his head. "She was mistaken."

CC nodded. "I haven't either."

He looked up at her.

"I mean it's been a long time since I've been that serious with anyone."

_So her and McMoron haven't been that serious yet? _He mused. He didn't want to pry, mostly because he didn't want to drag that man's name into the conversation.

"It's just sex and yet there's so much pressure around it. You're damned if you're getting some and you're damned if you're not." He raised his hands and hunched his shoulders.

"Mmhmm. It shouldn't always have to be such a big deal," she agreed.

"It's not like a kiss. A kiss can mean you just want a kiss."

"No, it can't. Kisses can always mean something too!" She argued.

"Kisses can be intimate, yes, but they sometimes just happen because you feel like kissing. He said.

She lifted her legs onto the bed to face him head on. "That's not true! How you kiss can definitely reveal the intention behind it!"

"That's a double standard, Babcock! We just agreed that sex should sometimes be _just sex _and now you're saying kissing can't be _just kissing?"_

"Yes. A kiss can tell you a lot about the kind of sex you're about to have."

"Or not. Not all kissing leads to sex. A kiss can be completely friendly and chaste, like this-"

He leaned over and pecked her quickly on the mouth. She was taken-aback but didn't want to show it so she continued the conversation.

"It depends who's doing it. If I were seeing you, that innocent gesture could lead to something more," she said.

"Not if _I _were seeing _you."_ He teased.

_Oh, really?! _She rested her hands on the bed and leaned over on her knees to peck him a little longer than he'd pecked her. Then she kept her face near to his when she parted from him.

She grinned when the kiss appeared to render him speechless. "Hmm. Maybe you're right. It's just a friendly kiss. There's nothing implied by it."

"Or maybe... Maybe _you're _right." He cleared his throat. "It could depend on who you're kissing and whether you're seeing the person... And perhaps the duration."

"Duration of the kiss?" She whispered.

"Yes, if I were to kiss..." he swallowed. "...you..."

Her head was still near his. "Mmhmm?" She looked at his lips.

"...for a little longer than absolutely necessary... Perhaps the prolonged contact could change your view of what the kiss implied."

"You're getting technical." She said. He could feel her breath against his lips.

"Shall I show you, Miss Babcock?"

"Show me, Niles."


	35. Chapter 35

CHAPTER 34 Part b

Her heart jumped as he leaned in and kissed her gently. It reminded her of the kiss they had shared the day before. It was soft and slow and he didn't touch her body. She was still on her hands and knees, leaning towards him but when he kissed her, she moved back slightly causing him to lean closer to her on the bed while he kissed her.

She lifted a hand to touch his face and tilted her head to continue kissing him. She ran her fingers over his jaw, which had been shaven. She liked that she could detect the short, prickly facial hair of his 5 o'clock shadow. She lowered her hand to the side of his neck and could feel his blood vessel pulsating.

He placed his hand over hers and she turned her hand in his and held his hand. He pulled their entwined hands to his chest and she could feel his heartbeat.

She kissed him a little harder. He rested his other hand on her upper back and moved his fingers around in their place before pulling her upper body a little closer. She pulled her lips from his suddenly. She almost said 'Wow' but stopped herself and, instead, exhaled loudly as she sat back down on her knees a little distance from him.

"I guess I'm still right. It's just a kiss..." He said. He watched her lick her lips as he wiped his own. He waited to see if she would willingly take his bait. He knew she was smart enough to know it wasn't just a challenge. He was asking her consent.

"Then we didn't do it right." She jumped at him again and this time, he put his hands on her waist and she used her teeth to tug at his bottom lip as she pulled him closer by his neck. He parted his lips and delved his tongue into her waiting mouth. He could taste the chocolate she had eaten.

He was still sitting sideways with his feet planted on the floor. He turned his body a little more to face hers. He moaned into her mouth and, as they kissed, she lifted her lower body and stepped closer on her knees. She sat facing him at his side with one knee bent against his thigh and the foot of her other leg slowly making its way over his lap to rest on the bed on his other side.

He dropped his hand to just above the knee of the leg draped across his lap. He slowly crept his hand higher on her thigh and she moaned at the sensations his touch aroused in her.

His other hand worked its way into her hair and he tilted her head in the opposite direction and deepened the kiss. He then slid that hand down her neck and spine, and past her hips to her butt. He tried to pull her closer but couldn't. He shifted his body a little more towards hers to bring his leg up from the floor. He took hold of the knee of the leg she had draped across his lap and lifted it slightly in order to bend one of his legs between hers, all the while kissing her intensely.

He was surprised when she slowly leaned back, drawing him down with her as she rested her back on the bed. She ran her hands from his neck, down his back to his waist and tugged him closer. He rested a little more of his weight on her and she sighed into his mouth.

They hadn't done anything but make out and hold each other. Now that she had pulled him down on top of her, he felt a little bolder and moved his lips to her neck for a little more intimacy.

He licked her and then softly nipped her skin with his teeth. She moaned in delight and he bit her flesh. She wrapped an ankle around his as he licked and kissed her neck once more. He bit her harder than before and she let out a slight yelp, more in surprise than in pain.

He lifted his head to look at her. Her eyes were closed. "Don't stop," She whispered ahead of her. He looked down at her chest, which was rising and falling rapidly, then he turned her chin so that he could kiss the other side of her neck. He moved a strand of her hair out of his way, ran his fingers lightly over her skin and began nipping at her once more and he felt a muscle at her breast twitch.

She had rested her hands at his sides on his belt and was holding him loosely against her body. He stopped with his assault on her neck and turned his face to kiss her lips once again. She slowly glided her foot along his leg from where it had been wound around his ankle and she lifted it so that her thigh was resting higher around his hip.

She popped her lips from his and lifted her elbows and hips to try and shift them away from the edge of the bed, towards the center. He lifted slightly off of her to help.

They settled into a more comfortable spot and looked at each other for a moment before he lowered his face nearer to hers, paused and looked into her eyes. She put her hands on his chest and swallowed. Keeping her eyes on him, she lifted her head slightly from the bed to meet his lips. When she was sure his eyes had begun to close and his lips had begun to part, she relaxed, closed her eyes too and kissed him. She wouldn't admit that he made her nervous; that she was worried he would realize whom he was kissing and jump off of her. She had suggested a kiss the previous day in the kitchen and he'd kissed her but as he'd mentioned earlier, a kiss was sometimes just a kiss to him. _Or was he just saying that?_

They continued kissing at a leisurely pace. Niles had been quiet and seemed set on his task and how he wanted to do things. He naturally seemed to take the lead until she unexpectedly reached between them to begin unbuttoning his shirt.

He was surprised and pulled his lips from hers, looking down at her hands.

"I think the implications of the kisses you've been giving me have been quite clear... Don't you?" She watched for his response as she unbuttoned the rest of his shirt.

He didn't respond to her question and rather ran his hand down her body to her hip and kneaded her before pulling her thigh more snugly around his hip. He wiggled his pelvis against her to work their centers closer together. She gasped and felt her breasts tingle. His silent actions were unnerving.

She pulled his shirt off as he kissed her gasps away and she began popping the buttons on her own shirt. Her bra revealed itself button by button and he stopped kissing her and sat up to straddle her hips and watch her hands. She kept her eyes on his face as she undid her buttons. As he watched her bra slowly reveal itself, an eyebrow lifted in arousal and she smiled. He reached for her hands to stop her and her smile turned worrisome. He looked at her face and then back down as he unbuttoned the rest of her blouse for her.

He peeled her blouse open and took in the sight of her. Her abdomen trembled in anticipation as she set her eyes on his chest for the first time and noticed the look in his eyes while he looked at hers. He'd wanted to touch her bra-clad breasts since he'd spied them through the sliver in the door the other morning. With his fingertips, he gently touched one of her cups. She whimpered and her body wanted to squirm beneath his but he was heavy on her hips.

He slowly danced his fingers down below her breast, onto her ribs and feathered them down to her waist and then her hipbone. "Kiss me?" She gasped as her hips bucked up.

He lowered his mouth to her ribs below her cup and gently kissed her with his temple against her breast and her hand in his hair; he shifted his body lower to kiss the curve of her side where her waist and hip met; then he shifted his body even lower and looked up at her. She inhaled a sharp breath and looked down at him as he rested his chin on the band of her pants, below her belly button with his hand on her hip. She pushed herself up onto her elbows.

They watched each other for a moment and then he moved his hand to her zipper without lifting his chin. He waited to see what she'd do. She exhaled and dropped back down from her elbows. He slowly unzipped her pants after undoing the clasp that held it in place. She gulped in a breath as he parted the material and revealed the tiny satin ribbon on the front of her navy underwear. He brushed his fingertips along the top edge of her underwear and she sucked her stomach in.

He lifted his hand to touch her tummy. She grabbed his hand from there, feeling self-conscious. He looked up at her to see her frowning at the ceiling in worry. He shifted up her body and kissed her tummy, looked at her and then kissed it again. Her breathing slowed as she seemed to relax. He moved higher and touched her face as he leaned his entire body onto hers. She felt his bare chest against her bra; his stomach against hers; his hipbones against hers. She wrapped her arms around his shoulders and pulled him in for a kiss. As their tongues massaged each other's, he pushed his pelvis against hers and she felt his arousal at her thigh.

She lifted both her legs around his waist and he pushed against her. She moaned into his kiss and tightened her legs, pushing his ass harder against her core. She lifted her pelvis as he pushed forward again. She whimpered and felt his hardness twitch. She let go of his shoulders and reached down to undo his belt.

She pushed his trousers down and he lifted his hips as she did the same to her own. He left his trousers pooled at his knees while she kicked hers over her heels and off her body completely. He grabbed her hip, slid his hand down to her thigh and lifted her leg around his hip once more. He pushed himself roughly against her. She sighed, open-mouthed, tugging him closer.

He began rubbing his boxer briefed- erection against her panties and kissing her passionately. Her moans grew louder. "Niles..." She panted and swallowed. "What are we doing?" Her voice was deep, just the way he liked it, and he could hear the strain he was causing her.

"Proving- who was right... Aaa-... about kissing," he gasped.

"I'm winning," she said and grabbed his ass, kneading it through his boxer briefs in rhythm with his thrusts. She could feel his erection rubbing deliciously against her covered clitoris and lips.

"Feels like I am." He croaked against her mouth as he dry-humped her.

He could feel her panties growing damp. She could feel it too. This was as far as they'd ever dared to venture before. if they moved forward from here, both knew there'd be no turning back.

She brought her hands up from his ass to the waistband of his briefs and he slowed his motions so that she could slowly tug them down.

He kissed her neck and reached down for her underwear. She lifted her hips so that he could peel them off of her. He tossed them aside and rested his body back down on hers.

They wanted to keep the momentum going but suddenly they had switched gears. She felt his pubic hair slide against her center until his head was aligned with her lips. She felt his tip brush against her folds and she whimpered.

They looked at each other and he lowered his face to hers to kiss her gently. She lifted her leg and tilted her hips to set him on the right path. He took it as permission and pushed into her.

She opened her mouth against his kiss and let out a silent cry of pleasure at how he stretched her. Her bottom lip stuck to his and she clenched her teeth as he began to move against her, slowly withdrawing and then pushing into her time and again.

She dug her nails into his upper arms in attempts to pull him deeper. She felt his body grow hotter and hotter against hers. His thrusting sped up and he circled his hips a little with each stroke; his head buried in the nook of her neck and shoulder.

"Ah, Niles..." she muttered and the sound resonated deeply within her throat and in his loins. She lifted her pelvis in time with his strokes to make it even more pleasurable. She felt a few droplets of sweat run down from the underside of her breasts and dribble across her side and onto the bed. She wasn't sure if it had emanated from her or him. Frankly, she didn't care.

He put his hand on her waist with his thumb near her naval. He bit her neck in the same spot he had earlier, this time in attempt to hold control over his lower half. She didn't yelp this time.

Her focus was completely on the friction inside of her. Niles was inside of her. _Oh, God, Niles is inside of me! He shouldn't feel this good! _She expelled a large breath as she groaned his name again loudly. She felt him push harder every time she'd say it. He drove her closer and closer to the edge like a train that had run off of its tracks. She felt like she had no control. She felt like he had taken over everything inside of her body and left her with only pleasure.

"CC..." He whispered as his thrusts grew irregular. Her heart jumped and her entire body tingled. It was the first time he had ever addressed her by that name. It was the first thing he had uttered since their kisses had turned so heated.

He was losing control just as she was. She grabbed his face and began kissing him feverishly, missing his lips a few times as their bodies bounced against each other. They were almost there.

"Aahaauh, CC!" he repeated louder than his first whisper. She scratched her nails down his back as it became too much for her. She screamed out his name as her toes curled, her hips bucked forward and body stiffened in ecstasy. She felt him ejaculate inside of her and jerk against her a few times as he reached his climax in time with hers. A wave of pleasure washed over her and she couldn't catch her breath. She thought her heart would pound right through her chest.

He continued bumping his center against her, not wanting the moment to end.

He slowed his movements and flopped down onto her, resting his forehead against her shoulder. He was breathing heavily and still spasming and quivering inside of her as her inner walls tightened and loosened around his penis.

She smiled broadly and let out a giggle of euphoria as she lifted her arms to rest them around her hair. He moved a hand to her hip and caressed her gently with his face still in her neck. She slowly dropped a leg from around his hip and moved her hands to his hair. He lifted his head and turned to look at her. Neither of them knew what to say.

He moved his head so that his lips skimmed the corner of her mouth. She closed her eyes and turned her face to his, her breathing just as heavy as his still was. She moved her hands from his hair to his neck and kissed him twice before catching her breath again.

As their breathing slowed, Niles slid out of her. She shivered at the sensation. He crawled back up and pecked her lips a few times and then kissed her shoulder before flopping down onto his back beside her.

They stared at the ceiling and listened to the sound of their breathing for a few moments. Niles reached for the edge of the duvet cover on his side of the bed and pulled it over himself as he rolled onto his side to face her. She smiled and decided to do the same. She pulled at the duvet on her side and pushed him back down onto his back and rolled with the duvet to rest her head on his chest and drape her leg over him. She lifted a hand to his chest and played with his hair. He smiled at the ceiling. She looked up at him with her chin on her hand and saw him smiling. It made her smile, too.

"I think you proved my point for me, Bell Boy." She smirked.

"Babs... You know... I didn't mind agreeing with you on this one."

She laughed deeply and smacked his chest. "I think this is the best argument we've ever had."

He grinned. "Hopefully not the last?"

She shifted and he thought she was going to move off of him. He worried that she wanted this to be a one-time thing. He didn't want her to break the contact. He put his arms around her waist tightly. She kissed his chest and his grip eased.

"Oh, I'm gonna hurt tomorrow," she said.

"It's been a while for me too. I might not be able to lift a pot onto the stove."

"You're not getting out of feeding me!"

"Well then let's go make some breakfast now," he suggested. She looked up at him and grinned. "Let's!"

He released her, reached for his pants and slipped them on after crawling out from under her. She sat up, pulling the covers around her chest.

He noticed she was a little self conscious about being seen so he placed a loving kiss on her forehead and said, "Meet you in the kitchen, witch." She felt butterflies flutter around inside of her at his tender gesture.

She smiled and watched him leave her room, shirtless.

She licked her lips and jumped off of the bed, slipped on a pair of panties and wrapped herself in her favourite red robe. Her hands busied themselves fastening the robe snugly around her waist as she galloped into her bathroom. She looked at herself in the mirror. Her lipstick was smudged, her hair was a mess and her skin was glowing. Her reflection smiled at her as if gossiping with an old friend about the sex she'd just had.

She fixed her hair and grabbed a facial cleansing wipe and got most of the smudged lipstick off. As she reached for her Chanel No.5 perfume, she spotted a book she had left in the bathroom to read while lounging in the tub. It was a biography on the life of Marilyn Monroe.

CC had always told herself she'd never open herself to a man the way Marilyn had. Nor would she fawn over them. The woman was an idiot to allow herself to be hurt so many times and CC refused to make herself vulnerable to that kind of suffering. She vowed she would always be in control.

But Marilyn had been right about one thing... _'A real lover is a man who can thrill you by kissing your forehead.' _

CC smiled and shook her head. _Shit, CC. You've gone and done it now. _She grinned at her reflection, which was holding the bottle of perfume. She spritzed some of the Chanel onto her décolletage and into her hair and quietly placed the bottle down on its mirrored tray before skipping to the kitchen in nervous excitement.


	36. Chapter 36

_**Thanks for the reviews! I was seriously considering ending the story in this chapter BUT... seeing as some of you are eager to see what happens, I thought I'd change some things around and continue... Thanks for sticking with me for the past month and a bit!**_

CHAPTER 36

Niles had taken out some pancake mix, milk and eggs and set them on the kitchen countertop when CC rounded the corner from the bedroom and neared the kitchen. He had been reading the instructions on the pancake mix box but stopped to steal a look at her in her short, scarlet robe and then looked down to stop from staring.

She noticed the smile he was trying to hide. It mirrored her own shy smile as she tucked her hair behind her ear and rubbed her lips together.

"I know you only have a kitchen because it came with the apartment but if you'd like to help me make these, you can step around the counter and into the room. I won't bite." He smirked at her.

"Not as I recall." She said and licked her lips with a smirk.

He grinned. "Hope I didn't hurt you..."

"Who are you and what have you done with Niles?!" She teased as she rounded the counter into the kitchen. He smiled at her.

She leaned her hip against the counter with her hands behind her back, twiddling her fingers while she watched him crack a few eggs. She looked at his chest.

He wasn't what most would consider exceptionally well-built. He wasn't the 'tall, dark and handsome' package that Disney movies made girls believe a man should be. He didn't have washboard abs or a rugged, cleft-chinned face... But even with all of the shortcomings she loved pointing out, there was something about him that got to her. Something that drowned out the voice in her head that tried to feed her reasons not to want him. Something that made her feel...

"What are you thinking, Babcock? How to get some poison into the batter to kill me along with the secret of what happened here tonight?"

"No, I'm just thinking about how unattractive you are and yet here I am. I must be desperate." She joked.

He would have preferred a response in which she assured him she didn't care if people knew what had just happened between them but the banter meant she was comfortable so he looked at her and teased, "Well, you're no Adonis either."

She scoffed. "Adonis was the _male_ god of- Oh." She pursed her lips.

They smiled at each other.

They had both just been so intimate with each other and now here they were in her kitchen, bantering as per usual and making their 'signature dish' so to speak. She had been so afraid that things would change and yet all that had changed was her view of Niles... And perhaps his of her. It had her stomach doing somersaults.

He turned to put the milk back into the fridge and he heard her gasp. He turned around to see her standing with a hand clasped over her mouth. She seemed shocked by something but then she began to laugh from behind her hand.

"What?"

"I um..." She clenched her lips, trying not to laugh at his expense. "Aw, Niles..." She looked at him apologetically and then snorted out a laugh that she couldn't hold in any longer. "I'm so sorry!"

"What did you do?" He narrowed his eyes at her.

She chuckled, stepped behind him and touched his back. He was intrigued by her touch but involuntarily flinched.

"What is it?" He asked. She pulled him nearer to the glass-and-mirror door of the oven so that he could see his back in the dull reflection.

"You always said I was an animal. I guess _I _proved _you _right tonight, too." She deadpanned when she showed him the scratch marks on his back. She was still standing next to him at the oven with her hands on his shoulder, looking at the reflection of his back. She giggled.

"Oh-ho, kitty likes to scratch!"

She looked at him, surprised, and a laugh erupted from her belly.

_That laugh..._He turned his body towards hers and put his hands on her waist. She stopped laughing and cleared her throat, suddenly nervous. He gently guided her backwards until she was up against the oven. They'd been in this exact position earlier that afternoon. He had teased her; used her 'weakness' to steal her underwear.

She took his hands and lifted them in hers as she put her hands up against the oven at her shoulders the way he'd done that time. He leaned against her and clasped his fingers tightly between hers.

"You're not going to get me back for the last time we found ourselves here, are you?" He asked carefully.

"The night didn't turn out too bad after that so..." She scrunched her nose and shook her head, smiling and closed her eyes as he kissed her hungrily.

She moved their hands from the oven to wrap her arms around his neck. He let go of her hands and placed his on her waist. She tilted her head and continued kissing him as he lowered a hand to her ass. She moaned at the feel of his hand against her silk robe and panties.

"MmmNnn-" she moaned as she reluctantly pulled her lips from his with a pop. His eyes remained closed and his eyebrows rose slowly.

She smiled and whispered, "We need to stop or I... Are we going to eat some pancakes tonight or...?"

He groaned and held her tightly, smelling the perfume in her hair.

"Open your eyes, Niles," she whispered; hoping it would bring her out from this fantasy too.

He lifted his lids slowly and looked at her. She drew in a ragged breath and put her hand over his eyes, sighing, "Ugh, that's even worse!" His gaze was too steamy.

With her hand still concealing his eyes, she allowed herself to lean in and kiss his lips one last time and then she pushed him away. She rested one hand below her naval and the other flat on her chest, taking a breath and trying to compose herself. She looked up at him.

He licked his lips and blinked a few times. He stuck a hand in his trouser pocket and turned around to face the pancakes. He did a little jiggle as he turned and she almost laughed, knowing he was adjusting his light arousal.

She shook her head thinking the whole situation to be quite incredulous. _How did we get here?_

CC picked up a mixing spoon and began helping Niles to make the pancakes. They glanced at each other every few seconds.

Every time he would move around to reach for something, he would brush against her lightly and she'd feel a shiver rush down her spine.

She went to fetch the milk from the fridge and stood at the open door for a few moments to cool herself. She grabbed the carton and went to the pantry to retrieve the cinnamon, sugar and lemon juice. Then she ran to her bedroom and returned shortly with the half-eaten slab of dark chocolate that she had offered him before they... Before.

She poured some milk into two mugs, added a few blocks of chocolate to each and put them into the microwave as Niles began pouring the pancake mix into the pan.

He glanced at her and then back at the pan in his hand and asked her what she was doing.

"Making us something to drink. Are you thirsty?"

"Yes and I should hope you are, too," he winked. "You worked up quite a sweat."

"_I _did?! Niles, girls don't sweat, they glow." She said with a snobbish smirk.

"Yes, _girls_ do."

She shook her head, chuckling and watched his back for a while until the microwave beeped. She removed the hot mugs of milk from the microwave and set them on the table to stir the mostly-melted chocolate around in the milk. Her tongue darted out to wet her lips.

He began plating the pancakes he'd made and checked for sure the stove was turned off. He turned to place the plate of pancakes on the counter next to her and the mugs.

"What is it?" He asked about the drinks.

"Just a treat for you..." She set down the spoon she had been using and grabbed some cinnamon.

She sprinkled a generous amount into each mug. "And for me," she grinned, reminiscing about the cinnamon trivia he had taught her during their pretend-but-oh-so-real dirty talk at the mansion.

He grinned and took a mug from her, lifted it to his nose and inhaled the aroma. He hummed with closed eyes. Then he kissed her lips and said, "Delicious."

"You haven't tasted it yet!"

"I was talking about you."

She blushed and smiled into her mug as he did the same and sipped his. She'd have to get used to him complimenting her. It seemed to come to him so easily. She would have to learn to do the same. _ If things were to lead anywhere, that is._

With one hand he held his mug and with the other he rolled a pancake and lifted it to his mouth to take a bite.

"Aren't you going to add sugar to that?" He set the pancake back down onto the plate, sprinkled some onto the top and took another bite while she sipped her milk, watching him intently.

"And cinnamon?" She pointed out, smiling.

"I don't need it. I never did." His expression was serious.

She wondered if this was his way of telling her how he felt about her - That this man didn't need cinnamon to arouse feelings of love in himself. Her stomach flipped and she smiled shyly.

"Although..." He set his mug down. "I know a guy who, I think, could use some more..." He sprinkled cinnamon onto another pancake, rolled it and lifted it to her mouth.

She smirked and opened her mouth to take a bite. "It won't work on me, baby," she said while she chewed.

"Oh? Baby?" He smiled a lopsided grin and wiped some sugar from the corner of her mouth and licked it off of his finger.

She looked down, chewing slowly as her smile was getting in the way.

"You know, that's how you got me sick last time," she said.

"Love sick? What? With the cinnamon?"

She snorted. "Nooo." He laughed at the half scowl, half smile on her face.

"You licked my finger when we were... in the Sheffield's kitchen."

"No, that's just how I got some sugar." He wiggled his eyebrows. "You got sick because you licked it after me," He teased.

She rolled her eyes playfully. "Well, it's _my _finger. I should be able to lick it without worrying where it's been."

He dipped his index finger into some sugar and lifted it in front of her. She looked up at him, frowning but knowing he was offering it to her for a lick.

"My finger has only been on you. I promise." He grinned.

She smiled and took his hand by the wrist and wrapped her mouth around his finger. She licked it and dragged it out of her lips slowly while she watched him.

He raised an eyebrow. "I think you're probably the only person that could handle a finger that has touched you, Miss Babcock." He put his finger into his own mouth and sucked it.

She smiled. "Think harder."

She saw his eyes light up even though he looked back at the pancakes, trying to hide his expression.

"Oh, you forgot to add some lemon juice to your pancakes," He said.

"That's okay. I had Lemon Bowl Fresh." He looked back at her and they laughed together.

He rolled up another pancake, took a bite and then fed it to her. She took a few bites, watching him as she chewed.

"You know what this reminds me of?" He asked.

"The cookies?"

He raised an eyebrow. "You remember that?"

She nodded with a smile. "I remember. I still don't know how things had escalated so quickly."

"Actually, when Miss Fine caught Yetta eating them, she flipped her lid..." He said.

CC frowned.

"I overheard her saying they were 'special cookies' from a Chinese herbalist at one of those Cantonese, backstreet stores downtown."

"Oh God, we ate more than half of that box of voodoo! What were they for?" CC asked.

"Apparently they were designed to get you and your partner 'really hot for each other'..."

CC was confused for a moment and then realization washed over her features and she laughed. He did as well.

"Exactly." Niles said.

"Well... It was delectable."

"The cookies or the... consequences of eating them?"

"Both." CC grinned at him. "I could have had the whole box."

Niles smiled and decided not to ask what she meant by that because he liked his version of what she meant. He looked up at the watch on the kitchen wall. "Oh, I didn't realize it was that late!"

She looked at the time. It was after eleven. "If that's late to you, you must be even older than I thought!"

He nudged her, smiling. "Mr. Sheffield must be wondering why his bed hasn't been turned down tonight... and why there's no chocolate mint on his pillow." Niles's mind began writing a list of all the things his employer expected of him.

"Are you kidding me? If he lives like that everyday, what does he have to look forward to when he stays at a swanky hotel?!" CC said in one exasperated sigh as she moved to the living room.

He followed close behind her. He wondered whether she'd ask him to stay. He wouldn't expect her to. He hadn't even expected CC to let him kiss her, let alone...

She stood with her legs against the sofa. "So um... are you leaving, Niles? To get back to the mansion?"

He searched her eyes hoping to find the answer she wanted from him.

"Do you want me to leave?" He asked.

She looked at her feet. "Do you need to?"

"He hasn't called looking for me, has he?" He meant it to be his way of saying he wanted to stay.

She thought he was genuinely asking.

She looked up and then walked to her handbag, which was placed next to the answering machine. She clicked the button to play any messages on the machine while she fished her cell phone out of her handbag.

"Nothing on here," she said as she clicked a few buttons on her cellphone before putting it away again.

He moved towards her as a few messages were voiced through the air. She grabbed a pen to take notes in her diary after hearing a few of them. They were mostly about the upcoming show, costumes, music, actors and understudies...

Then a new message's greeting started a little differently.

"CC, baby! I've been thinking about what happened between us tonight..."

_Damon. _Niles's ears perked and CC's stomach lurched.

"...And I can't help thinking about that night we had so much fun on your sofa..." Damon's laughter pierced through Niles's chest as he looked back at the leather couch behind him to hide his expression from CC. _I thought nothing happened between them?_

She contemplated deleting the message before Damon could say anything more but she thought it might make things look even worse. She didn't want him to think she had something to hide. How much worse could the message get?

"Anyway... I think we have some unfinished business. Could we meet up tomorrow? For lunch maybe? You said you could get that servant to cook up anything for us. I think we should discuss the 'spark' between us that you mentioned earlier. How about it? Let me know, sexy!"

_Beep._

CC set down her pen slowly as her heart began racing. Of course she'd ruin things! She was too much of a coward to fight for Niles, especially if it meant fighting Niles's own doubts about her. She knew he could be just as stubborn as she was. She also knew he could hurt her if he doubted her. He knew how to hurt her worse than anyone because he knew her weaknesses. He was her biggest one. How would she convince him the message was nothing if she was still trying to figure out whether she and Niles were something?

She didn't want to face him. Mostly because she was hoping she wouldn't have to see a Niles who didn't care about the message. That would be even worse than him being angry or jealous.

She turned to look at him. He wasn't there. She panicked for a moment until she saw him emerge from her bedroom with his shoes slipped back onto his feet and his hands deftly buttoning up his shirt. His tie was loosely draped around his neck and he was rushing around searching for his car keys. CC wasn't sure how to approach the situation.

"I must get back to the mansion," he said as he straightened his tie and spotted his keys next to her answering machine. He walked up past her and reached for them.

She didn't say anything, just watched him with a pitiful frown. His eyes refused to meet hers as he stood next to her. "I'll be serving breakfast at the Sheffield residence at 8 a.m. tomorrow if you'd like to eat with the family. I'm not sure I'll have the time to come here and cook for you beforehand." He waited for her to say something - anything. She didn't respond.

He nodded his head and turned to leave. As he walked to the door, CC took one step forward and called out his name. He turned to look at her. She took a breath. She was still uncertain of what to say. She was rooted to the spot. She frowned.

He looked behind him at the apartment door and then back at her, expressionless. He walked up to her slowly and looked down at her body. He stepped closer and without meeting her eyes and brought his lips to hers gently. Her hands hung at her sides, uncertain.

He parted his lips from hers and leaned his forehead against hers. Then he pecked her lips one last time, lingering for a moment before turning to leave. He still hasn't looked her in the eye. He walked out and hadn't shut the door behind him.

She hoped he hadn't expected her to run after him. _Of course he did, _she told herself. She didn't know what she would have done or said. She couldn't shake the dreadful feeling that the way he'd kissed her made it feel like it would be their last._ I've screwed up royally. _

After a moment of merely standing and staring at the open door, CC looked around her apartment. Her eyes rested on the mess they had left after making pancakes. She looked away and walked up to the front door to shut it. She slammed it a little harder than intended and walked to her room having decided to deal with the mess in the morning.

***ccccccccccccccccc***

It was after 2 am and she was tossing and turning. She could still smell him in her bed and on her body. She threw the duvet covers off of her in a huff and stomped into her bathroom. She turned on the shower and stripped down. As the water heated, she looked at herself in the mirror. She wasn't the same woman she had been the last time she had looked at herself. The last time, her reflection had been a happy one; a woman who was glowing and grinning and didn't care about anything but what she was feeling - what _he'd _made her feel. She looked down at Marilyn's face blowing a kiss at her. She pursed her lips in annoyance.

She should have known the happiness wouldn't last. She should have been Miss CC Babcock, Bitch of Broadway and employer of Niles, the butler slash cook. She chastised herself and stepped into the shower to wash the night away. She was adamant that there would be no tears so she told herself it was just water from the shower running down her face.


	37. Chapter 37

CHAPTER 37

CC awoke a little late the next morning. She had managed to fall asleep around 3:30 am. There was no way she would have made it to breakfast at the Sheffield's and not just because of the time.

She turned onto her side and pulled her covers tighter, remembering the events of the night before. Her eyes felt heavy and dry as she stared into space.

She slowly sat up and looked around her room. She saw the small vase of flowers on her nightstand and shook her head. Why did he have to be _everywhere?_

She wondered what she should do. She needed a plan of action... Or inaction. The latter seemed easier. Should she call in sick? She couldn't face him. She remembered wondering how things would be at the mansion after they'd slept together. Now she dreaded how things would be after it was ruined.

_Even if I never see him or hear him say my name again, at least I've experienced his sweet touch... That memory will never leave._

She wiped her eyes and got up. She went to the kitchen and saw the mess she should have tidied the night before. It seemed so much bigger now. She sighed as she began picking up dishes, bowls and spoons and putting them into the dishwasher after rinsing them off.

She never saw the plate that had had pancakes in it. He must have put it away when they were talking about Maxwell and what the time was.

She opened the fridge and there they were, looking up at her as if questioning her actions of the night before. _'This is what you could have had.'_

"Shut up,"_ s_he said to herself as she took them out of the fridge and put a few onto a new plate to heat them in the microwave. She was hungry and glad they were there. He had told her he wouldn't come over that morning.

She sat and ate the pancakes slowly. Trying to clear her mind and think of nothing - not even of the way they tasted because if she did, she might taste his finger, his kiss... or the taste of regret.

She picked up the last crumb with a fingertip and lifted the plate to put it into the dishwasher. She turned to her answering machine wondering if there was a possibility he could have called during the night. _Don't be ridiculous._

She decided to call Maxwell and as the phone rang, she was suddenly fearful that _he _might answer. She considered hanging up but then Maxwell's greeting rang through her ear.

"Ah, CC. I see you and Niles didn't arrive together from your apartment this morning. I take it he didn't go over to cook breakfast. Will you be eating with us? We'll be sitting down in about 10 minutes. Have you left home yet?"

"Actually, Maxwell, I'm not feeling very well. I think I'm going to stay home. Tomorrow I'll be at the theatre so I won't be seeing you then either. If you need me to check anything just e-mail or fax or IM or call..."

She made a point of listing all of the possibilities so that sending Niles over to her would be the last thing on his mind.

"Oh, I'm sorry. I thought you got rid of that cold. Well I hope you feel better soon, CC. Opening night is drawing ever nearer and you're the only one who can get those actors on top form and those dancers en pointe!" She could hear the hopeful smile in his voice.

"Yes, yes, don't worry. It'll all be taken care of."

Niles walked into the living room and heard Maxwell greet her. "Okay, CC. Chat to you later." His heart jumped.

"Good morning, sir. Breakfast is served."

"Ah, thank you Niles! I'm starved! By the way, you forgot to turn down my bed last night. And I couldn't find my night slippers or a treat on my pillow. I didn't want to wake you - I know you've been tired what with working two jobs now that you have CC as well."

_Had. _Niles looked at his feet. "My apologies, sir."

"Quite alright, old boy. Just don't shirk too many duties. I might realize I don't need you as much as I thought."

_As if. _"Yes, sir."

"Oh, I know you never made breakfast for CC seeing as you're still here but it seems she's fallen ill again and won't be coming in today, Niles. So you won't need to set a place for her here."

"Miss Babcock's sick again?" Fran asked when she walked in on the conversation. "What'd ya do, Niles? Poison the meals you make her?" She laughed.

Niles smiled sadly and left the room with no witty comments or whispered utterances.

***ccccccccccccccc***

After breakfast, the children left for school and Mr. Sheffield went to work in the office. Niles was busying himself cleaning every surface and dusting every shelf. Time ran away from him and the next thing he knew, it was time to return to the kitchen to prepare lunch.

He was stopped by the sound of the doorbell. For a moment he didn't move. Every possible scenario played in his head of what he would say if it was her.

He took a breath and went to open the door only to find Demon McMoron. _Vomit, _Niles thought.

"May I help you?" Niles said rudely.

"That's no tone in which to greet a guest! I shall inform Maxwell." Damon pushed past Niles and into the house.

"Is Mr. Sheffield expecting you?" He walked briskly after Damon.

"No, I'm here to see CC."

Niles's step faltered. "C-? Miss Babcock isn't in."

Damon turned before intruding into the office without announcement.

"Where is she?"

"She called in sick. You haven't spoken to her today?"

"No," Damon said. "I was hoping to meet her for lunch. She hasn't taken my calls so I thought I would surprise her here. Did she not order you to cook a meal for us?"

Niles pursed his lips in annoyance at the man. "No."

"Ah. Well, I'll go over to her apartment then." Damon returned to the foyer.

"Miss Babcock is not partial to unannounced guests. And if she's ill, her apartment is a minefield."

"_If _she's ill? What do you mean 'if'? And are you threatening me to watch my step?"

"I meant _when_ she's ill she's especially temperamental. It's your choice whether you want to see her or not." Niles said, not looking to fight with a man he had no strength to lose to again in the space of 24 hours. He already felt defeated.

Damon eyed him suspiciously as Niles opened the front door.

He stepped out and said, "CC will change her mind about you, butler. Mark my words."

"I hope so." Niles said, genuinely wishing she would pick him over Damon.

Damon was confused by his response. "You'll be gone in no time. She'll soon see you're not the man she thinks you are. You're just the help. She'll be rid of you without guilt." Damon turned and left.

Now Niles was the confused one. CC had been defending him to Damon? What kind of _man _had she thought he was? She didn't see him as 'just the help'? Niles felt guilty. He had assumed his feelings had always been unrequited; that his kind, albeit undercover, gestures had always been one-sided. He couldn't fathom that she may have been indirectly reciprocating in kind.

She hadn't responded to Damon's calls; she hadn't ordered Niles to cook for her and Damon. Niles's faith in her was questionable but he had at least some hope. He had at least enough to make him want to talk to her again.

He shut the door after Damon had left and tried to decide how to go about approaching the situation. She obviously didn't want to see him. She had called in sick.

But _why _didn't she want to see him? Was she feeling guilty about sleeping with Niles? Did she not want him around because she thought he might let slip their secret to Damon?

_She must be afraid I'll ruin her relationship with that man. Well I can't let her ruin her life by staying with him. He's all kinds of wrong for her. If she can't bring herself to want me, she should at least have someone who will care for her the way I do; do things for her the way I do; love her the way... I... do. _


	38. Chapter 38

CHAPTER 38

Niles tried calling her from the mansion a few times. He knew she had caller ID but it was worth a try - there was a chance she could answer, thinking it was Mr. Sheffield. He wondered if she had had breakfast. He hoped she'd at least eaten the pancakes he'd left in the fridge.

_Maybe I should go over?_

Niles saw his employer walk by the piano.

"Mr. Sheffield, sir?"

"Mmhmm?" Maxwell replied distractedly as he read through something.

"Um, is there anything you need delivered to Miss Babcock today?"

Maxwell continued reading.

"Sir?"

"Oh, no Niles," He said with his nose still in the folder. "CC asked me to send her everything via e-mail." He looked up. "Or was it fax? Oh, I'll just call her about this thing." He waved his folder in the air.

"I see, sir. Um. I called Miss Babcock's apartment to... to uh... Shmrlgfdrtl." He mumbled, knowing Maxwell wasn't listening anyway. "And uh, she hasn't been taking any calls."

Mr. Sheffield had only heard the last end of that sentence. "Oh. Well. She also said I could IM her if I need to chat... Just after you show me how to do that."

Niles shook his head. _And __**he **__makes the big bucks?_

"I'll make your lunch and demonstrate IMing while you eat, sir."

"Great! I'll take lunch in the office. My laptop's in there anyway."

***ccccccccccccccccccccc***

Niles carried a tray of food into the office as Maxwell worked.

"My laptop is on the seat, thanks, Niles." He grabbed a fork and began eating his chicken salad.

Niles walked over to CC's spot on the green sofa, picked up the laptop and sat down. He got onto the messaging website CC used and got up, asking Maxwell to fill in his username and password.

"Oh. I don't think I have an account on this thing. Do I need one to talk to her?"

"Yes, sir. Shall I create one for you?"

"You have one, don't you, Niles? Just use yours."

Niles looked at him and then walked back to the sofa and sat down to type. He hoped she'd respond. How would he explain it to Maxwell if she didn't?

When he clicked on her name to IM her, the last of their previous messages showed on the screen. They showed plans they had made to take down Miss Fine. He had forgotten about their strange alliance of that time. They had even gone to a pottery class together... And it had been fun. Strange how things play out.

"What would you like me to type, sir?"

"Uh. Just say... Hi CC, it's Maxwell..."

Niles's fingers began tapping away in time with Maxwell's orating.

"Niles is typing for me..."

Niles's fingers paused. _Should I omit that part? _

"Niles, are you typing?"

"Yes, sir." He typed what his boss had asked him and then waited for the next line.

"Do you send it all at the end?" Maxwell asked.

"You could, sir, although it shows Miss Babcock to be online. Would you like me to send just that and see whether she responds?"

"Yes, add 'Are you there?' And let's send that for now."

Niles typed the question, hit 'send' and waited while Maxwell continued eating.

Niles began tapping the side of the laptop impatiently until a line popped up saying '_CC Babcock is typing a message'_

He waited anxiously.

'_**Yes, Maxwell, I'm here.' **_Niles's heart jumped.

"She responded, sir."

"Good, ask her if she has the Lieberman contract."

Niles typed and hit send again.

"Oh and ask her how she's feeling."

He asked and waited.

'_**I don't have the contract. I saw it last on the pile of sheet music for the orchestra.'**_

_**'And I'm fine - nothing I can't handle. I'll be at the theatre tomorrow.'**_

_'__**Have you eaten?**__' _Niles asked her before he read out her previous response to Maxwell.

She took a moment to answer and then: '_**Who's asking?' **_

_'__**Have you?**__' He typed._

_'__**Yes, Niles.'**_

She knew him too well.

"Oh! Found it! Tell her 'thanks'" Maxwell grinned.

'_**Found the file, thanks**__.'_

'_**No problem**__.'_

"Ask her if Damon is coming to the first dress rehearsal."

He typed the question and hit send. Then he quickly sent another message saying '- **Maxwell**'

'_**Don't know,**__'_ she wrote.

"She's not sure, sir."

"Okay. Tell her I'll email the seating arrangements later and she'll need to edit and approve it before tomorrow morning. That'll be all Niles."

He typed what Maxwell had asked and then wasn't sure how to end the conversation.

_'__**Okay. I'll leave my IM online so message me when you're going to send the email because I'll hear the IM and get to it right away.' **_She wrote.

_'__**Will do.'**_

_'__**Anything else?'**_She asked.

He looked up. Maxwell was focused on the contract he'd found. He looked back down at the screen.

'_**That's all. For now.'**_

_'__**Later.' **_She wrote.

Well, at least they had sort of communicated. He pulled down the screen of the laptop.

"Sir, Miss Babcock requested that you IM when you send the email so that she knows when it's come through."

"Alright, Niles. I'll call you in again when I've got everything ready to be emailed."

****ccccccccccccccccc****

CC was in her black, satin pajamas, wrapped in a blanket on her sofa in the living room. She'd set her laptop on the coffee table in preparation for Maxwell's email and (Niles's) IM.

She sat sipping a cup of coffee and watching some tv. CC had never called in sick when she wasn't. This was her first day off in longer than she could remember. Technically, she had done some work after breakfast, mostly to get her mind off of things, but otherwise, she was enjoying the freedom to relax.

She flipped through a few channels. The lack of sleep from the night before was starting to catch up with her. She felt her eyelids getting heavy.

_**'You've Got Mail!' **_Her computer beeped. She jolted out of her tired state, set down her empty mug on the table and reached for the laptop, resting it on her lap.

She clicked on the 'open' link and Niles's name popped up with a message asking if she was there.

_**'Yes, I'm here.'**_

_**'It's Niles.'**_

Her cursor blinked on the screen. She didn't know what to type in response. She couldn't ignore him - she'd already said she was there.

_**'With Maxwell?' **_She asked.

_**'Yes. He's just preparing the documents he'd like to scan into the laptop for the email.'**_

She didn't type a response.

_**'Just thought I'd make sure you weren't passed out drunk yet so that the email would get to you when he's ready to send it.'**_

She shook her head. '_**Oh. I thought maybe you were keeping me on here to waste time so that you could get out of scrubbing toilets...'**_

She smirked, feeling a little better than before.

_**'That, too ;)'**_

The wink made her heart skip a beat even though it meant nothing intimate. It made her picture him doing it.

_**'How much longer is he going to take?' **_She asked.

_**'A couple of minutes. Why? It's not happy hour yet. Got somewhere to be? :P'**_

She smiled at the emoticon pulling tongue at her.

_**'You know, for someone who deadpans almost everything he says in reality, you sure use a lot of emoticons online.'**_

He didn't refer back to what she'd typed but rather said, _**'Did you see what I wrote about happy hour?'**_

_**'Yes...?'**_

_**'Didn't it annoy you? Why didn't you respond to that?'**_

CC laughed. He wants some normalcy. The jab hadn't offended her as much as it would have a few years ago. His older jokes seemed more of a familiarity thing now. They just made her feel comfortable. Sure, some would catch her off-guard but most were expected...and nice. She couldn't tell him all that though. So she took a leaf out of his own book.

_**':P'**_

She imagined him smiling at her emoticon.

_**'Did Mr. McMann manage to reach you? He came to the mansion looking for you.'**_

CC frowned, uncomfortable by the change of topic.

_**'No.' **_She wrote.

_**'He said you had lunch plans. I told him you weren't here and he said he would visit you at your apartment.'**_

_**'He didn't. And we didn't. Have lunch plans.'**_

_**'He said you were going to ask me to cook for you and him. Like his message said last night...'**_

_He brought up last night... Now what? _CC decided to be honest.

_**'I never confirmed with him.'**_

_**'Oh. Well, I told him not to visit you at your place.'**_

Her heart flipped. Was Niles jealous? She wanted him to tell her so.

_**'Why not?' **_She asked.

_**'I would only send my worst enemy into your lair when you're not feeling well. And seeing as you're mine, what's the point? You're even more ferocious to unwelcome guests when you're faking illness to get away.'**_

She rolled her eyes at his annoying accuracy and then smiled at his thoughtfulness. It was true - she liked to be alone when she was sick or fake-sick. She knew that if last night hadn't happened, she would be typing an angry response about how he shouldn't interfere in her affairs and tell a man not to visit her... But last night _had _happened.

_**'We're really going to have the faking it conversation again? ;)'**_

She sent the message and then suddenly regretted adding the winking face. She realized it seemed flirty and he hadn't necessarily said anything flirty yet.

He didn't respond as quickly as before. She bit her lip in angst and then relaxed when the faint line popped up again saying, '_**Niles is typing a message.'**_

She waited, her nerves on edge.

_**'I expected him not to listen. I expected him to look for you. I would have.'**_

_**'Who?**_ She typed, distracted by his last sentence.

_**'McMann.'**_

_**'Oh. Right. Well, unlike you, he's not a glutton for punishment. He wouldn't have taken the chance of coming over. His ego was already bruised and he knows I'm capable of bruising other parts of him if I'm in a bad mood.'**_

_**'His ego was already bruised?'**_

_Shit. _She didn't think that one through before typing.

_Should I tell him about the breakup? I don't want him to think I slept with him on the rebound from Damon... Or that I broke up with Damon to sleep with him. _

_**'I dumped him.' **__The less he knows, the better. He won't pry. He's too proud to show his jealousy. He'll act like he doesn't care._

_**'When?'**_

_Ah crap. _She sighed.

_**'When I lost interest in him.' **_She smirked as she typed, proud that she had thought of that.

_**'Mr. Sheffield is ready to send the email now.'**_

_**'Great. Go ahead.'**_

She got up to put her coffee mug into the dishwasher and returned to the sofa, bundling herself and the laptop in her blanket. She refreshed her email account and checked her inbox. She spotted the email and opened it. She downloaded the attachments and checked that they would open alright; then she returned to the IM screen and typed.

_**'Received the email, thanx! I'll try to get through it all by the end of the day.'**_

_**'So that you still have the night free for your street-walking?'**_

CC huffed and shook her head. "Most annoying man I have ever-!" She stopped talking to herself to type her response.

Before she could hit send and shock him with her foul vocabulary, another IM came through.

_**'Mr. Sheffield typed that.'**_

She backspaced to edit what she had planned to send.

_**'Very funny, Niles :/ **_

_**And I'm using that emoticon to show I'm being sarcastic!' **_

_**'And the two exclamation marks indicate how frustrated I make you?'**_

_**'Don't let it flatter you, but YES!'**_

For some reason, she smiled.

_**'Then my job here is done :)'**_

She shook her head. _**'Finally. I've got work to do.'**_

_**'Breakfast tomorrow morning?' **_He wrote.

Her fingers remained poised, waiting for the right words to come to her. _**'You already shirked on breakfast AND lunch. I should take it out of your pay!' **_Her heart pounded as she typed the rest of her response: '_**Dinner, tonight?'**_

_**'08:30 p.m.? After I serve the family.'**_

_**'Fine by me.'**_

_**'See you tonight then.'**_

_**'Yeah. Bye.' **_She wrote.

_**'I'm glad you dumped him.' **_

Her breath caught in her throat. She didn't know how to respond. It reminded her of the time she had been dumped by Chandler... Or was it Collin? Niles had made a similar comment while they danced together in the Sheffield's living room after he'd escorted her to some or other function. She didn't think anything of it at the time. He had turned it into a joke. But now...

_**'Me too,' **_She wrote.

He responded with a smiley face and then his name went offline. She smiled and pulled down the screen to shut the laptop.


	39. Chapter 39

CHAPTER 39

CC rushed to tidy up her apartment. Being at home for a day had made her lazy. When she was working, she was on the go; even making sure her home was in order as she rushed around. She remembered someone telling her once that if you need something done, ask someone who's busy - they will do it in the next free moment. If you ask someone who's got all day, they'll do it when they feel like it and that could take forever.

She was still in her black silk pajamas. After tidying up a bit, she pinned her hair up into a loose bun and hopped into her shower to freshen up.

When she got out, she lathered herself in her Chanel body lotion and got dressed in a casual, high-waisted, black maxi skirt and a short-sleeved, black top. It was a form-fitting knit with a mandarin collar.

When the doorbell rang, she felt a funny sensation in her stomach but decided to brush it off as nothing and ran to open the door for Niles. She couldn't ignore how her heart flipped at the sight of him.

"I brought chocolate. Quick! Eat some before you bite my head off!" He held an opened chocolate towards her and she took it, smirking at him.

"Why aren't there more men like you? Oh, yeah, that's right... Evolution." She deadpanned. She pulled the wrapper back over the chocolate and placed it onto the countertop after following him into her kitchen.

He smiled and scanned the items in her pantry. He was glad to hear she was still the Babcock he knew and loved.

"What's for dinner tonight?" She asked as he walked over to the fridge.

"I thought there were a few sweet potatoes in here?" He asked.

"I don't remember you buying any." She said, moving towards the fridge to see.

"Are those 2 cans of tuna still in the pantry?" He asked.

"Nope. I ate those with Chester today for lunch. With a salad."

"Miss Babcock! You ate your poor pup?!"

She gave him a dirty look. "_Chester and I _ate the tuna! Besides, I don't think dog meat and fish would go down well together." She joked.

Niles shook his body and pulled a disgusted face.

"So? What are we having?" She asked again. She was sure he could hear her tummy rumble.

"Well... Judging by what we have to work with, we have two of your favourites as options, so... What's it going to be, Babcock? Jack Daniels or Johnny Walker?"

She grumbled. "Didn't you bring any groceries?"

"I didn't go shopping this morning. I didn't think I'd be cooking here tonight."

His honesty made her feel awkward. "Well then we're going out!" She walked towards the credenza where she'd placed her handbag.

"I don't think the grocery store will still be open at this time of night. Even if we are in the city that never sleeps."

She put on her coat and looked back at him. "I meant we're going to dine out. I'm starved. You can buy groceries tomorrow."

She opened the apartment door. "What are you waiting for, houseboy? Get a move on! The faster we can eat, the better."

He followed her out of the apartment and into the elevator. She pushed for the ground floor. The ride down was a quiet one. The space was so confined. It trapped them and their thoughts. They couldn't escape the memories of what had been happening between them. They could both sense the tension. Niles knew she felt awkward because as soon as the elevator doors opened, she sighed audibly, relieved, and couldn't get out of the elevator fast enough.

He expected her to ask the valet to collect her car. Instead, she hailed a cab. They got in and she rattled off an address to the driver; then she leaned back into her seat and looked out of the window. The ride was mostly silent.

"Miss Babcock?"

"Mmhmm?" She stared at the passing scenery, pretending to be interested in the grimy buildings and pedestrian-filled sidewalks.

"Where are we going? I'm not dressed for anything fancy. I left my dinner jacket at the mansion."

She looked over at his attire. He was wearing a pair of navy dress pants and a powder blue shirt with the top button undone. She had taken note at her penthouse but used his question as an excuse to look again. She hated that he wasn't wearing his tie and his top two buttons at his collar were undone. It was as if he were trying to tempt her.

"You look fine. We're just going to a bar."

"A bar?" He raised an eyebrow at her.

She rolled her eyes. "A burger bar! The food is good and the wait isn't long. I frequent there so don't do anything to embarrass me," she warned.

He lifted his hands in surrender. "Only if you don't."

"I won't. I just want to have a nice meal and relax before I have to go back to the theater tomorrow."

The cab slowed outside of Bill's Bar & Burger at Rockefeller Centre. Niles had heard of the place but he'd never eaten there. He hardly ate out.

They walked in and a waiter took them to CC's 'usual table'. She salivated as they read through their menus. "I can't wait to sink my teeth into one of these burgers," she said excitedly.

The waiter came to take their orders. CC ordered a BBQ-bacon burger with a side of sweet potato fries and then grinned at the thought of it as she slammed her menu down on the table with an air of finality.

When Niles ordered the jalapeño burger, she looked at him in surprise. "Looking to add some excitement to your mundane existence?" She teased.

He smirked at her over the top of his menu then looked up at the waiter. "And we'll have 2 pitchers of the Cowtipper."

As the waiter left, Niles looked at CC and, amused, added, "Seeing as you're a regular, I assume the drink was created especially to get you off people's backs around here."

She narrowed her eyes but forgave him because there was some truth to it. The barman had named it after she had told him a story or two about the annoying butler and his annoying quips and nicknames for her. She wouldn't dare tell him that though.

When their drinks arrived, CC began taking large gulps. Niles stared at her. "So this is why we took a cab?"

She stopped drinking from the pitcher and said, "I'm hungry! I need something in my body like yesterday!"

He shook his head, smiling as he sipped from his own pitcher. "Oh, you're in luck." He said after lowering his drink from his mouth. He used his eyes to gesture towards the waiter who was approaching with their meals. He laughed when CC squealed in excitement.

As soon as the plate touched the checkered tablecloth, CC picked up her burger with her hands and sunk her teeth into it. She closed her eyes and moaned in pleasure. Niles's eyes were glued to her face.

"Did they teach you that in your debutant training?" He asked sarcastically as he lifted his knife and fork to his burger.

She ignored his jab and swallowed another mouthful. Without setting down the burger or looking up from it, she said, "It always tastes better when you use your hands!" She took another bite and then set the burger down on its plate to wipe her lips with a serviette.

She looked at Niles's hands as she sipped from her drink. "You ordered the spicy jalapeño burger, trying to act like a cowboy and you're still using cutlery? Niles. Live a little!"

He looked up at her. She was smirking with a raised eyebrow. Her eyes told him it was a challenge and she was judging him. He set down his knife and fork and lifted the burger to his mouth in his hands. He took a massive bite while watching her. She grinned at him. He began chewing and then his eyes started to widen when the burn hit him.

He hadn't realized just how spicy the burger would be when he got to the center. He was used to bland, upper class, English dining at the mansion. He dropped the burger to his plate and grabbed his drink, gulping it down. She looked up from hers when he coughed.

"Are you okay?" She laughed.

"I should have ordered a shake." He said, sucking air into his mouth. "The milk counteracts the burn."

She laughed again. "You should've ordered something you could handle, cowboy. Who are you trying to impress?"

He looked at her and tried to frown angrily while coughing. She smiled and imagined him saying 'You, CC. I'm trying to impress you.'

"Is everything okay here, folks?" The waiter asked.

"Yes, he's just too big for his boots." Niles glared at CC and she chuckled.

"Could we get a shake ASAP please? Whichever one is your best seller. Pronto!" CC ordered. The waiter nodded and ran to place the order with the kitchen. Not a moment later, the shake arrived. CC thanked the waiter and took it to her mouth to have a long sip. "Mmmm," she hummed.

Niles shot her an angry look as he coughed again. She laughed and handed the milkshake to him. He took a few gulps and seemed to lose a bit of the redness that had covered his cheeks a few minutes before. "Thanks," he said when he could breathe steadily again. "That's never happened to me before."

"That's what they all say." CC teased with a naughty grin.

He shook his head and smiled at her; then he took another bite of his burger. It was still hot but at least he had the shake and he felt as though he'd already been through the worst of it.

"You can order something else if you want. I'm buying," CC said as she took another bite of her own burger.

"It's okay, thanks. But could I try some of those?" He pointed at her sweet potato fries.

She pushed her dish towards him. "Help yourself." He smiled and tried one or two. They continued eating and CC would swat his hand if he tried to grab a fry at the same time that she did. She would smile every time he pulled his hand back. She took his shake and sipped from the straw.

"Why didn't you order two?" He asked.

"Are you kidding? I'd get fat." Then she slammed the glass down, pointed a finger at him and quickly added, "Don't you even say it!"

He motioned to zip his lips with a smile.

She smiled in return and pushed the shake back to him. He took a few sips from the straw. The waiter walked by and placed another straw on the table in front of Niles. They looked at it and at each other.

CC watched as he lifted the straw and held it out to her. She looked around as if checking who was watching while she grabbed it from his hand. He smiled and shifted his chair closer to her side of the table, bringing the shake with him. She dipped her straw into it and lifted the glass to drink.

He leaned closer to her and took hold of the other straw and mimicked her sips.

He didn't meet her eyes but he could see her glancing at him through the corner of his. He looked at her and she dropped the straw from her lips and wiped her mouth with her free hand. She was still holding up the glass as he continued to drink from it. She was starting to feel uneasy. She'd been in these waters before and she knew they could get choppy.

"Hold it." She was talking about the glass. He shook his head and continued sipping with a sly smirk.

"I'm not going to sit here holding it for you while you drink," she said as she grabbed his hand and placed it around the glass. She didn't remove her hand from his. She told herself it was because she wasn't sure whether he had a firm enough hold on the glass. He lifted his other hand and placed it over hers. They looked at each other while he took another sip.

"Stop it!" She said as she pulled her hands from the glass and looked around the room nervously. She spotted the barman walking over to their table and panicked, hoping he wouldn't say anything about Niles.

"CC Babcock! It's been a while! Who's been feeding you these days? I hardly see you around here anymore!"

CC grinned at him and greeted him warmly. "James! Hello! Oh, I've been around."

Niles snorted, mumbling a "Yeah, you have." She glared at him. "I've been in the neighborhood!"

The barman noticed their exchange, laughed and asked what she dreaded he would: "Is this the butler from your place of work?"

She flinched and saw Niles frown in confusion at the man and then at her.

"Um. Yes, this is Niles. He's been cooking for me. I mean I've hired him to cook for me."

The barman looked at her skeptically. She knew what he was thinking - why would she hire the man who annoys her so much?

"He's almost useless though. He forgot to go grocery shopping so we had to eat out tonight." She laughed nervously.

"I had other things on my mind, Babs."

CC didn't look at him.

"Babs? That's a new one, isn't it, CC?" She widened her eyes at the barman as Niles looked at him in confusion. "Pardon me?" He asked.

"Oh, I'm sorry, Niles. You see, you have somewhat of a reputation... CC here tells me about all of your tricks and the names you call her. She loves to complain about your 'insolence'. And quite often!" He laughed.

"Well... that's true." She said and turned to Niles. "You are insolent."

"And you do love to complain." He deadpanned.

The barman laughed. "He's quite funny, CC!"

"Hilarious. At my expense," She said, pursing her lips.

"Niles, tell me. What's CC like at work in your opinion?"

CC's mouth opened in protest. "You don't want to hear his opinion, James."

"Oh, she works very hard." Niles said.

CC looked at him surprised. "On the street corner?" She asked, wondering why he hadn't finished his jab at her.

The barman and Niles both laughed.

"She makes my job easy for me," Niles grinned.

"She's an interesting woman," the barman replied as Niles looked at CC intently.

"I didn't bring Niles here for you to make fast friends with him. You're supposed to be on my side!" She whined at James. "He's not as innocent as he seems tonight." She narrowed her eyes at Niles as she spoke to the barman.

"Does she speak so freely at work? She's got quite a mouth on her after a Cowtipper or two in this joint!" James laughed in amusement of his memories of CC at the bar.

"I'm sitting right here!" CC said, offended.

Niles and the barman laughed. "Yes. She's not innocent either. She often sneaks a bunch of booze in to work."

CC's jaw dropped. She had a small flask of whiskey in her purse but that's all. "I do not!"

"She sneaks it in in her liver." Niles said, stony faced.

"Good one!" The barman laughed. "I don't know how you keep a straight face through these comments, Niles! And you're a brave man to take on a woman this fiery." James rested a hand on her shoulder. He could see CC was starting to become annoyed. "But you have to admit that CC's a beautiful woman."

"Like Charlize Theron," Niles said and the barman frowned at the butler. He had obviously been told that Niles had never said a kind word about her.

CC looked at him and felt a butterfly take flight in her tummy.

Both CC and James went quiet.

"In the movie, Monster," Niles added for safety, making the barman laugh.

CC rolled her eyes at him. "See?" She said to James.

"Now I understand why CC often says she can't stop drinking about you!" CC looked up at the barman, annoyed that he was telling Niles her secrets.

"I can't stop drinking about her, too." Niles said, looking at CC. She was looking at her plate and frowning.

James watched as Niles stared at her. Then, as the butler excused himself to go to the men's room, he sat down in Niles's chair.

"Did something happen between you and him?" James asked.

"What?! Why would you ask that?" CC said, hoping it wasn't obvious to anyone besides James.

"There's chemistry. I can see it in the way he looks at you, hun. You never mentioned the sexual tension before! You were holding out in me, Missy!" James winked at her.

"There's no sexual tension!" CC said with wide eyes, feeling as though she'd been caught with a hand in the cookie jar.

"Yeah, right, because you've already slept together." he said sarcastically.

She kept her eyes on the milkshake.

"Oh. My. God. You didn't!" He whispered.

CC raised her eyebrows, trying to look apologetic.

"I knew it! Oh, it must have been intense after all the tension! How was he?"

CC scrunched her face, hoping to appear uninterested but then a sinfully wicked laugh bubbled up from deep inside.

"Hahaaa, CC! You saucy minx! Well, it's obvious he's interested in you! Now you need to decide how you feel about him."

"Oh, he's not interested in me." She waved her hand in the air for emphasis. "He hates me. What man would turn down sex? You've seen how he talks about me and to me."

"In your presence, yes. I'm sure around other people he'd sing a different tune. But mark my words; he's interested in you, CC! Why else would he spend so much time pulling your pigtails? Hate is too strong an emotion to waste on someone you don't like."

CC turned pensive.

"Think about it, hun. Here he comes. And look at how he's wringing his hands. He's nervous."

CC watched Niles's motions as he approached the table. He smiled at her and James nudged her as he did.

"It was great to finally meet you, Niles! You should join CC here more often!" James grinned. CC pretended to ignore the comment.

"Likewise, James and perhaps I will." He shook the barman's hand. "I'm interested to hear more about what Miss Babcock has told you." He smirked.

James laughed as CC watched their exchange with scrutinizing eyes.

"Oh, you know... She doesn't give away all her secrets about you."

Her eyes darted to meet James's and she breathed a sigh of relief when he said, "But I'll leave you two to your dinner."

"Thank you. James." CC said. James knew the look she was dishing out to him meant she'd give him a good talking to when they met again. He smiled and before leaving the couple, added, "You should go ice skating! The rink at 30 Rock is always busy. People could lose themselves there." He winked and left.

Niles looked over at CC. "Should we?"

"If it'll help me lose you, it doesn't sound too bad."

Niles chuckled and called for the bill.

When it came, he took it and said, "This one's on me, Miss Babcock. I'm glad we did this."

CC swallowed. Her tummy was unsettled. She didn't chance arguing with him. She was too perplexed by his gesture and James's words to even smile.

He rose from his chair and walked around the table to help her out of hers. She was surprised and, as she stood, looked up to see James grinning at her from a distance. She scowled at him and could hear his amused laughter.

Niles helped her with her coat before they walked into the cool New York breeze.

"So, are we going to cut up some ice or do you want to go back to your place?"

CC looked over at him in shock.

"I meant would you like to go home? I mean to sleep. Alone. You know what I mean... To end the date. I mean the night!" He put a hand to his eyes and grunted in frustration at his difficulty in finding the right words. He lifted an arm to hail a cab, assuming that would be her choice.

CC reached for his hand and pulled him along the sidewalk with her. When he made it difficult by not following, she stopped and looked back at him. He shrugged his shoulders in confusion.

"We can walk to the rink from here." She smiled, squeezing his hand. He caught up and they continued walking hand in hand down the city street.


	40. Chapter 40

**Hello-hello, people! This will be the penultimate chapter! I hope you've enjoyed it thus far! Please don't forget to review :)**

CHAPTER 40

When they arrived at the rink, they were mesmerized by the music, the beautiful lights on the nearby trees and the numerous flags of various countries hanging around the rink at the plaza.

CC was smiling as Niles swung their hands to get her attention. She looked beside her and then down at their hands.

"Shall we?" He asked. She nodded and they went down to the rink to collect two pairs of skates.

"I haven't skated in ages." She said as they hobbled along the floor to the ice.

"Me neither." He said.

"But you've been rollerblading at least!"

"When?" He asked.

"I dunno... A while back. You skated into the mansion on rollerblades and wearing your silly little protective gear." She teased.

He smiled his signature lopsided grin, enjoying that she noticed things about him that she didn't store in her memory for taunts.

He stepped behind her to allow her onto the ice first. She stepped into the rink and held onto the surrounding wall as he stepped in behind her.

He moved around a little in the area to get used to the skates. She was still clinging to the side and barely moving.

"Ice Queen can't skate?"

"I can! It's been a while."

"That's what you said yesterday." He winked, "But you took to it like a fish to water." She was shocked that he was referring to their lovemaking with such candidness.

"You need to let go to find your frozen sea legs." He reached out and she took his hand.

"I'm wearing a skirt so don't you dare let me fall!"

Niles laughed. "I can't make any promises, Miss Babcock." He grasped her hand tightly.

"You'd better watch it, Spic 'n Span!" She said as she let go of the wall. "I have a very capable weapon on each foot!"

A skater sped by and bumped her towards Niles. She grasped at his body and he grabbed her by the waist and pulled her up. "And no idea how to use them. I'm shaking." He teased.

She was distracted by him holding her. She felt the blood rush to colour her cheeks. She pulled away from him and stood straight, still tightly clutching one of his hands.

"Ready?" He asked. She nodded, looking ahead of her.

"Ready to kick that kid's ass!" She said, looking to find the boy who had bumped her. Niles smiled and began moving while watching her feet.

She glided slowly, mostly with his help. After a few minutes, they were skating slowly, holding hands.

"Thanks for dinner." She said suddenly.

"No problem." He smiled.

"These skates are hurting," she said and began leading them to the wall. She held onto the wall with her free hand and leaned her back against it. She shook her foot a bit and watched as the kid who had tripped her, neared them at a speed with which she wasn't comfortable.

Niles saw the skater and saw CC's concern. He inched closer to her and put his free hand around her on the wall near to her own hand. If he were any nearer, they'd be hugging. CC looked up at him, forgetting about the boy who eventually sped past them.

Niles wanted to touch her. He moved his hand that was holding hers. "Don't let go!" She said, more nervous about his proximity than the possibility of falling.

"You're holding the wall."

"But I'll fall, Niles."

"I was hoping you already had."

He said the words so soulfully; she knew what he meant by them. She looked at him, thinking that perhaps James had been right. Maybe he was interested in her. Maybe she did need to decide what she felt for him.

She wasn't sure what to say. She bit her lip.

Niles shook his head and laughed nervously. "Sorry. You asked me earlier to stop. I didn't mean to say that... Are you ready for me to take you home?"

She frowned and then nodded. He guided her through the entryway and when they began walking on the floor, he let go of her hand. She clasped her hands together as she walked, highly aware of his presence behind her.

After returning their skates and getting their things, they headed to the street and hailed a cab. The ride was as quiet as their last had been. CC looked over at Niles. This time, he was the one staring out of the window. She looked back out of her own as the driver pulled up Park Avenue.

She wondered whether he would get out and walk her up to her door. She wondered whether she should invite him in. _For a drink! _She swiped her card to pay for the ride as the cab stopped.

Niles got out before she did. He ran to her door as she opened it and he took her hand to help her out. She rubbed her lips together as he walked with her into her apartment building. The doorman looked at them curiously. He had met Niles before. He knew Niles was working as her cook for the past week or two but he hadn't seen them holding hands. CC didn't worry. That doorman had likely seen rich socialites bringing young men or women to their apartments at all hours.

Niles pushed for the elevator and released her hand. "I hope you enjoyed your dinner, Miss Babcock."

_He's leaving now? _She looked over at him as they waited for the elevator.

Tomorrow I'll bring over some groceries before breakfast." He wrung his hands.

The elevator neared their floor. "Would you like to come up? I'll pour us some dessert..." she offered as the doors dinged.

He smiled. "Alcohol?"

She nodded and they grinned.

"Why not." He shrugged as the doors opened.

They glanced at each other in the elevator and caught each other smiling.

When the doors opened on her floor, she led the way to her door and unlocked it, her heart beating rapidly.

They walked in and he stopped between the living room and kitchen, waiting for her cue.

She locked the door and turned to walk in his direction. "You're acting like you've never been in here before." She laughed. "Sit."

He sat down on the sleek, leather sofa and watched as she went to the liquor cabinet.

"Whiskey?" She grinned as she held a bottle of Jack Daniels in front of her.

"On the rocks." He smiled.

She poured two drinks and brought them over to the sofa. She handed one to him and sat down. They sipped from their drinks and hissed at the burn.

"Not as bad as the jalapeño burger," he said.

She laughed. "Wimp."

He grinned into his tumbler.

She picked up a remote control and turned on the hi-fi. There was some old Billy Joel song playing. He recognized it. It was one that always reminded him of her. _Always a Woman._

"I like this one."

"Me, too." She agreed.

It continued playing and she adjusted her skirt as she crossed her legs the other way around.

"Music, alcohol... Are you trying to seduce me, Miss Babcock?" He smirked.

"Nooo!" She said, highly defensive. She lifted the remote to turn off the music. He reached out to lower her hand, chuckling.

"I'm kidding. Leave it. It's nice."

She put down the remote and took another sip from her drink. He copied her.

"When did you and Damon break up?" He asked. She could hear the caution in his voice.

She had whiskey in her mouth and was glad the surprising question didn't make her spit it out. She swallowed. "Do we have to talk about this?" She asked, feeling uncomfortable.

"No."

When he said that, she realized if they didn't, it would be hanging in the air for the rest of the night.

"Before you and I- When I got back late and you were asleep here." She put her palm on the couch."

She watched him as he studied his drink and nodded.

"Why?" He asked.

"Why did I break up with him?"

He shook his head. "Why did you allow me- Were you on the rebound? Why did we-?" He looked at her and then back down at his drink. His breathing quickened.

She swallowed. "Don't ask me that."

"Why not?" He asked.

"Please, just don't." She pushed her lips together and furrowed her brows.

"Because the answer is cruel? I'm sure you've said worse to me."

She looked at him and grimaced.

"Why shouldn't I ask you?" He asked again, this time in a whisper.

"Because I don't know yet." She said quickly.

He looked over at her. Her eyes were closed.

"You don't know yet?..."

She licked her lips.

"When will you know?"

She looked at him. "Do _you_ know? Why _you _slept with me?"

"I wanted to," he started to say.

She scoffed in annoyance. "Well, then. That's my reason, too."

He shook his head. "I wanted to ever since-"

"Ever since you realized you could get some from me without question or commitment? No strings attached. We spoke about how sex could be just sex and there I was, a woman ready and willing. I know, you don't have to say it, Niles."

"Let me finish."

She put her elbow on the armrest and leaned her head against her hand.

He slowly and carefully answered her question. "I wanted to make love to you ever since I realized that I might have feelings for you."

Goosebumps traveled across her entire body. Even her face tingled.

She looked away from his direction, towards the kitchen. Her eyes lifted to the ceiling as she tried to process what he'd just said.

"Miss Babcock?" He called quietly.

"And..." She sighed a ragged breath. "What feelings might those be?" She held her breath.

He didn't answer but she felt him take her whiskey from her hand and she heard him set it down onto the coffee table with his own. Then he took her hand in his.

"Miss Babcock. If you're not ready to hear it, I won't say it."

She finally looked at him. She was clenching her jaw as if trying to fight the emotions brewing inside of her.

She looked down at her hand in his. He followed her gaze and rubbed his thumb over her hand.

"I don't want to... do anything. But I don't want you to leave yet. Unless you want to?"

He caressed her hand with his thumb once more and said with a smirk, "Mr. Sheffield hasn't called looking for me, has he?"

She scowled at him.

He smiled and said. "It wasn't a question last time, either. I want to stay."

He saw a hint of a smile on her face even though she was narrowing her eyes at him. She ran her tongue over her teeth and looked at her whiskey glass as the music played in the background.

"We're going to dance now." She said and stood from the sofa.

"Oh, are we now?" He asked, rising with her hand still clutched in his.

"Yes," she said as the Billy Joel song ended. She grabbed the remote from the table and pushed to repeat the song on her CD. She tossed the remote onto the sofa and faced him once more, gingerly placing her free hand on his shoulder as she bit her lip.

He placed his hand on her waist with a smile and they began swaying to the music. She looked down now and then when she'd feel a shy smile bubbling up.

She couldn't stop thinking about the things James had said about her and Niles. She really needed to make a decision. Who was she kidding? She already had. She just had to stop fighting it.

She noticed Niles was slowly inching towards her, stealthily incorporating the move into their swaying.

She slid her hand up his shoulder and around the back of his neck and he grinned.

"Wipe that grin off your face." She scolded playfully.

"You like this. Admit it."

"I've always liked dancing." She said with a sly smile.

He licked his lips and continued grinning as he pulled her closer. She let go of his hand and joined it to her other hand behind his neck. He dropped his hand to clasp it around her waist with his other hand, too.

She was leaning back in his arms, watching him grin. "Stop it." She smiled.

He chuckled and she leaned closer and rested her chin on his shoulder. She felt him turn his face to her neck. He couldn't kiss the dip of her neck with her mandarin collar clothing the area but her hair was up and he rested his temple against her cheekbone. She felt his eyelashes flutter against her cheek every time he blinked.

She smiled and closed her eyes. They swayed slowly to the music until it ended. It was the last song on the CD and she knew that meant it would be quiet after it finished.

She pulled back from his shoulder and looked down at the floor between them and then up at him.

He'd never seen her so calm. She wasn't smiling; she wasn't angry... Her mind looked to be at peace. She looked as though she'd just woken up from a dreamy sleep. At least, that's how he imagined she'd look.

He smiled at her and she returned the gesture. "Trashy TV?" She asked and motioned towards the couch. He nodded and they sat once more.

She turned off the Hi-fi and tossed him the remote to the television. "You pick something."

He flipped through a few channels until he found one that played sitcoms all day.

"You like this stuff?"

"I get some of my best material from here. It's why I'm always two steps ahead of you."

"Two steps ahead?" She scoffed. "Please! That's just so that you can open the door for me when I want to leave." She laughed.

"And when you don't." He smirked and looked at the screen once more.

"That guy is so annoying," she said.

"Who? Frasier?"

"Yeah." She nodded.

"You were judging me for watching this stuff but it sounds like you know the show?"

"I get some of my best material from here." She imitated his deep voice with a grin. "It's why I'm always two steps ahead of you."

He shook his head, smiling.

"It's not a bad show. It's actually quite witty," she relented. "But the only thing more annoying than that Frasier guy is the other one."

"Who? Niles?" He asked.

"Yes, but the one who's a butler."

He bit his lip to stop from laughing. "Well played, Caca." He looked back at the screen as a woman began talking and he added. "He's in love with her."

"Who? The woman who works for them?" CC asked.

"Yeah, Daphne." He said. "I like her."

CC looked at him. She'd never heard him talk about liking a woman. This one was fictional, but still.

"Because she's British and you can understand her accent and terrible English humor?" She teased.

"No, because she's employed by them and still doesn't take their crap." He smirked.

She shook her head, smiling at his response. "Does she know how he feels?"

"How Niles feels about her?" He asked.

"Yeah," she nodded.

He shook his head. "Niles is too afraid to tell her."

"Why?"

He looked at CC as if to say 'wouldn't you be?'

"She's beautiful and they've know each other for a long time. He's afraid of what rejection could do to their relationship. They'd still have to see each other in their everyday lives."

CC didn't say anything. She glued her eyes to the screen and watched as Niles Crane smelled Daphne's hair without her realizing.

CC and Niles watched and laughed together until the credits rolled. When the show ended, Niles switched over to a movie channel and put the remote down on the table.

He leaned back and sipped the rest of his whiskey. CC set hers down and leaned back next to Niles, kicking off her shoes and pulling her legs up to her side on the sofa. She spread her loose skirt over her legs and glanced at Niles. He spread his arm out around her on the backrest of the sofa.

"Don't try anything funny, Mister." She warned with a smirk.

"I wouldn't dare," he smiled.

She surprised him by leaning against his side. "I'm just getting comfortable. You're like my pillow and pillows don't move, so you'd better sit still."

"Or else?"

She smirked. "Or else I'll kick you out."

"Okay," he laughed, "then can I get a second to get into a comfortable position before you hire me as your pillow?"

She lifted her weight off of him so that he could move. "Hire you? How much does linen go for these days?"

"This one's on me," he winked as he shifted closer to the armrest and leaned his back a little towards it. CC waited for him to give her the go-ahead. He gestured for to come nearer with his arms open.

She shifted on the sofa and rested her side against him.

"No, now I'm not comfortable!" She groaned.

She faced him. "Turn more!"

"Like how?" He asked.

"I want to lean against your-. Shift your...hips this way. You can put your legs on the couch, I don't mind."

He kicked off his shoes and she watched him as he turned his back even more towards the armrest and almost fully reclined on the sofa. "Better?" He asked. He was nervous but acted as if this situation was the most natural thing in the world. One of them would have to act that way.

She looked at him shyly and then leaned against his chest. He could feel that she was holding back. "Yeah, um. Better." She smiled.

They watched the screen and, as the movie played, Niles felt CC relax against his chest. She splayed out the fingers of the fist she had rested on his chest. He sighed.

He enjoyed that she couldn't see his face unless she looked up. It gave him the opportunity to look at her. He took in the sight of her head rested on his chest. He looked at her hair and the hand she had on his chest.

She moved her hand from his chest and placed it around his side as if hugging him. It reminded him of the time they were snowed in at Sylvia's house and she'd thought it was Maxwell lying in the pullout sofa bed. His heart began beating quicker than before. He knew she could feel it but she didn't utter a word.

They continued watching the movie, enjoying the feel of being in each other's arms again.


	41. Chapter 41

_**Here it is... the final chapter. Hope you've enjoyed the story as much as I have!**_

CHAPTER 41

CC awoke to a blaring TV set. She started at the sight of the bright lights flashing on the screen. "Ugh..." She moaned and lifted her head. She realized she was draped across Niles. She rubbed her eyes and squinted at him. He was fast asleep. She dropped her head back down onto his chest and shut her eyes, snuggling her cheek against him and breathing in his scent. The TV screen flashed right through her eyelids and she couldn't fall asleep again.

If she got up to turn off the TV, he'd wake up and he'd likely expect an excuse if she were to lie back down on him.

Reluctantly, she lifted her head once more. "Niles?" She said, groggily.

He moved. "Hmm."

She raised her hand closer to his neck. "I'm going to bed."

"Mm." He moaned.

She smiled and grudgingly peeled herself off of his body and stumbled as she tried to get up. She fell into his lap.

"Ah, I'm up..." He said, startled, but kept his eyes closed. He sat up with her in his lap and they both rubbed their eyes.

"Where are my shoes?" He said squinting as he rested one wrist on her thigh.

She reached for the remote and turned off the TV. "Hell if I know. Leave 'em. You can stay here tonight. Past two." She mumbled, looking up at the watch on the wall in the kitchen.

He looked at it as if to check she wasn't misreading. "Pillow?" He requested as she got off of him and he leaned back down on the sofa.

"Come get one," she said, patting his tummy before she waddled towards her bedroom. She turned off the light in the living room as she went. She emitted a sound of mild surprise when he reached out for her waist in the dark.

She led him into her bedroom and when she bumped into the bed, she dropped down onto it, face first, and stayed put. He felt around for her pillows.

"Babcock? Which side do you sleep on?" He half whispered. "Hey..." He nudged her. "I'm taking your pillow..." He warned to get her attention.

She grunted in response and rolled onto her back. "Just get on the bed...You're annoying... so tired..." She grumbled and lifted her arms over her sealed eyes.

He crawled onto the bed and, when she felt the mattress move, she pulled herself up to rest her head properly in her pillow. He did the same on the left side of her bed. They soon fell back into a deep slumber.

****cccccccccccccccc****

Niles roused suddenly when he heard CC's alarm begin to buzz. He reached over her to turn it off before it could get any louder. He looked down at her sleeping form. _So innocent when she's asleep... You'd never guess the kind of woman she is,_ he thought with a smirk.

CC was lying on her side with her back to him. Her legs were bent and one of them was bare-skinned to her thigh and protruding from her lengthy, loose skirt. She had pulled her elbow up to hug her pillow. Her hair had come undone a little from the loose bun it had been in.

He didn't want to wake her. He wanted to allow this moment to linger. And he wanted to peek at her slumbering face with no intention of drawing a moustache on it (this time).

He leaned over her again to make sure he hadn't pressed the snooze button but had rather turned off the alarm. She must have felt the bed move and his arm in her presence because she lifted her arm around his and hugged it to her chest, drawing him nearer.

He smiled and shifted closer to her. He looked at the side of her face for a few moments and considered placing a light kiss on her clothed shoulder but decided against it. He wouldn't want to wake her.

When she remained still, he pulled his lower body closer to spoon behind her. She nestled back against him. He smelled her hair and couldn't resist planting a kiss on the dip between her jaw and neck before resting his head again.

She stirred but he didn't regret stealing that kiss. When would he get the chance again? She turned her upper body to lie on her back. She hadn't yet opened her eyes and she was still clutching his hand up to her chest. She slowly twisted her legs and rolled to face him. She lifted her foot to place it around his. He watched her face as she slept and found himself wishing he could wake up to her at least one more day.

He moved his hand from her grasp to sweep a strand of her hair from her face. She opened her eyes as the motion woke her.

"Good morning, I see the assassins have failed." He whispered jokingly.

She gasped quietly and pulled away from him. "What are you doing in my bed?" She was genuinely surprised. "Did we...?"

Niles shook his head. "We fell asleep last night. It was late. You told me to stay here."

CC's eyes darted from his one to his other as if to judge whether he was lying because, in her mind, she could definitely imagine the night having gone in a completely different direction. "Oh."

She sat up hastily and lifted a hand, trying to fix her hair. Then she pulled her skirt back down over her knees, embarrassed.

He smiled at her when she looked over to where he was lying.

She glanced over the length of his body. "Were you just watching me sleep?" She asked with a nervous frown.

"You make it sound creepy."

"What else could it be?" She smirked.

He smiled again and shook his head, sitting up to reach her eye level.

"Breakfast?" He asked.

"Yes, but you didn't answer the question."

"And I won't." He said proudly as he jumped off the bed and left the room.

She got up and went into her bathroom to check her appearance. There wasn't anything scribbled across her face. She didn't look half bad. They'd had more milkshake than alcohol the previous night and whiskey never left her with hangovers. It's why she loved it.

She adjusted her high-waisted skirt, which had somehow twisted until it was almost back to front.

She walked to the kitchen where he was standing with his notebook. "I forgot. We need to get groceries."

She nodded and then snorted at the sight of his unruly hair. She walked up to him and ran a hand through it. When he looked at her she felt she should explain her actions. "Your hair's a mess," she shrugged.

He looked back down at his notebook, wishing he could just tell her how he felt.

CC knew what he must have been thinking. He was quiet and he had this look on his face. It was a look she'd never got from a man before but one she'd made so many times. She was breaking his heart. A few years ago, she would have enjoyed this. Now, it felt almost too cruel. The game was only fun if they were both playing it.

_Back to breakfast. _"I still have a few fresh eggs left," she said.

"I thought you were past your prime," he grinned as he opened to a new page in his notebook.

She raised an eyebrow. "You're about to exceed the limits of my medication."

When he laughed at her, she snatched his notebook, lightly slapped him on the nose with it, and then tossed it back onto the table.

"Ouch!"

"If you're going to act like a dog, I'll treat you like one," she warned him and then smiled after he did.

"We can just have the eggs. You can get the groceries before lunch."

"You're going to the theatre today aren't you? I'd have to take your lunch there."

She'd forgotten about that. It had originally been an excuse not to see him at the mansion. "Right… Okay. Well, we can just shower and you can get the groceries now then."

He made an amused face.

"Shower separately, you cad!" She smirked and he pushed his lips into a playful pout. She giggled wishing she had the guts to invite him in with her. Since she'd had a taste of him, she couldn't stop wondering if she'd get the chance again.

"I'll hop in quickly while you make your list and then you can shower after me. You can use my bathroom."

CC showered hurriedly and donned a pair of simple black trousers and a white, button-up, V-neck top. She went to open her bedroom door and was about to call Niles's name when the phone in her room rang.

She pressed the answer button and put it on speakerphone so that she could try and fix her hair into something less offensive.

"CC Babcock."

"Why, hello there, Miss Babcock..." Damon's voice was like noise pollution filling her room. She set down her hairbrush and closed an eye, grunting to herself.

"Damon," she said in the pleasant voice she usually reserved for schmoozing particularly difficult backers. "What can I do for you?"

"Oh, CC, you coy little fox…" He laughed. "Surely you know why I'm calling, babe? You did receive my previous message, didn't you?"

She breathed out through her nose, hoping he would continue talking and not wait for an answer to that one.

"So, shall we be meeting again? You know, to discuss the spark between us?"

CC wasn't aware that Niles had approached her slightly open door and was listening outside with a thundering heart.

"Ugh. Damon, look... The thing is... I really don't see why you're so intent on pursuing this. Don't you think it would be better for you to find someone to whom you are better suited?"

"Who better than you, sweets? You said yourself that I have a great package." She could hear his grin. She didn't find his joke funny.

Niles clenched his jaw.

"I said you _are_ a great package. We both know I wouldn't really know if you had one."

Niles was confused by her comment. _She hadn't slept with him? What was the 'fun on the couch' about?_

"Well, you could have known if you'd let yourself have a little fun. I didn't think you were like all of the common society women. I thought you knew how to let _loose_ - judging from the gorgeous outfits you wore for me on our first few 'meetings'..." His voice reflected both hope and disappointment. He was trying to make her pity him. He was trying to make her feel like it was her actions that had built his expectations.

"Demon-"

_Fuck! _Her eyes bulged at her slip up.

"Damon!" She said quickly.

"Yes, darling?"

_Ah, thank God he didn't hear. Niles needs to get out of my head!_

Meanwhile, outside, Niles was finding it very hard to hold in the sound of his laughter. He clapped silently outside her door, grinning from ear to ear.

"Um, those outfits actually belonged to Nanny Fine. Which reminds me, I promised you her number..."

Damon's voice heightened in excitement even though his words didn't match it. "Oh, CC, you don't have to do that. I mean, unless you really want to? You're sure you don't want to try again?"

"Completely certain. Like I said before, I need that spark. Something that makes my heart pound. I just don't think it could develop between us."

"Is there someone else?" Damon asked.

Niles leaned in closer as CC stood for a few seconds in silence.

"It wouldn't matter if there were. My heart just isn't in this. Perhaps Nanny Fine would be more to your liking. She's been keenly looking to meet someone." She kept mentioning the nanny, knowing that men worked on visual cues. If she kept saying her name as incentive, he would keep picturing this 'other option' and not feel as though he were losing here.

"Well, alright, if you're sure, darling."

"I am." She rattled off Fran's private number and told him she'd make sure the show he was backing would be a success as a sort of compensation for what had happened between them. He eventually agreed and they ended the call amicably.

CC jumped when she heard a knock on her door.

"Niles!" She clutched her chest as he slowly pushed the door open.

"Finished in the bathroom?" He asked.

"Um, yes. There are towels in the closet to the left of the tub," she said to him as he entered the bathroom.

"Which you probably already knew, you little snoop._" _She smiled to herself after he shut the door, thinking about the last time he had accidentally admitted to looking through her things.

CC went to her study to fetch a small hand mirror she had left on her desk.

When she returned to her bedroom, she noticed his clothes on her bed and heard the shower running behind the locked bathroom door.

She walked back to her mirror and tried in vain to make her hair look presentable enough for her perfectionistic standards. When Niles came out of the bathroom, he was in a towel.

She glanced over his body in the mirror. "Ahem. No respect for the lady present!" She huffed, feigning annoyance as she looked back at herself.

"Where?" He taunted and she smiled.

"Just put some clothes on, Chip 'n Dale."

He reached for his clothing, which he had left in her room and he strolled back into the bathroom to get dressed. CC was a little uneasy with how casually he could stand before her, shirtless. She found it pleasantly confusing.

"You think I could make a good exotic, male dancer?" He called out through the closed door.

She snorted. "I wouldn't quit my day job." She heard him laugh.

"Ugh, I wish I had just washed my hair!" She huffed in annoyance as she tried a third up style.

"Use your fancy new sprayer," he suggested.

He opened the bathroom door. "I'll do it for you if you want?"

"Don't be weird!" She frowned.

He laughed. "Whaaat? I do it for the children sometimes."

"I'm not the children. You don't do things like this for me."

"I could." He said.

She eyed him skeptically and then entered the bathroom to where he was standing and holding the detachable showerhead.

"You can't wear that top." He said.

"Don't push your luck, Bell Boy!" Smiling, she grabbed a dry towel and pulled it over her shoulders.

"No, I mean... You should change. It doesn't cover your um..." He tapped a digit on the side of his own neck."

She pulled the towel off of her and looked in the mirror. The mandarin-collared shirt had covered it the day before. She hadn't even known it was there. In the V-neck she was currently wearing, the dip of her neck and shoulder was completely visible, along with this big, bright hickey.

She screeched, "Oh fu-." She looked over at him. He enlarged his eyes, attempting to appear innocent.

She knew it was from their lovemaking two nights before. Her heartbeat quickened. She licked her lips and swallowed, pulling the towel back up around her. "I'll change afterwards." She said quietly without meeting his eyes and then slowly neared him at the tub, her cheeks tinted pink.

He piled a few folded towels onto the floor in front of the tub and she sat facing away from the tub. "How are we doing this?"

"It's a good thing you're a giant. You can just lean your head back over the tub." He teased.

"It's a good thing you're not a piñata or I'd have beaten you to a pulp by now."

He laughed as he turned on the sprayer and brushed her hair back with his fingers. She closed her eyes.

"How's the water?"

"Great."

"I'm surprised you're not melting, witch."

She opened one eye and he smiled at her. She shut it again and he flipped open the lid on the shampoo bottle.

"Wait!" She said, grabbing his wrist. "Let me see that!"

He showed her the bottle.

"It's regular shampoo?" She probed.

He nodded. "Relax, when would I have had time to switch it for something like hair dye or hair removal lotion?"

"That's uncomfortably specific."

He smirked. "I promise, it's untouched - just like you." He winked.

"Put that smirk away." She closed her eyes. "That's not true anymore as of two nights ago... _You_ should know."

He looked down at her smiling face and felt his heart warm; then he squeezed some shampoo into his hand to wash her hair.

Once he had finished conditioning, he shut off the water, set the sprayer down and lifted a corner of the towel to wipe her cheek that had got wet. Then she opened her eyes to see him looking at the love bite he'd given her.

"Sorry about that," he said as he tried to dab some of the water from her hair.

"I feel like a teenager. Can't remember when last I had one."

"I can't remember when last I caused one."

"Yeah, it must be even longer for you."

They grinned at each other as he helped her up from the floor with her hair in a towel. She patted the towel against her hair a few times to get rid of some of the moisture.

"I'm not as old as you think. I'm young at heart..." He said and, to prove it, lifted the sprayer, pointing it in her direction.

"You wouldn't dare! I'd claw your eyes out!" She said warningly but couldn't help smiling.

He reached for the tap, grinning an evil grin.

"Niles! I'm wearing white!" She tried to negotiate.

"You're going to change to cover that love bite anyway, sooo... It was fun last time, wasn't it?"

"Niles, remember last time how Maxwell made you clean up the whole mess? Everything was soaked! Think of how much work that was! You wouldn't want to make a mess would you?" She lifted her hands and brows, hoping for an agreement.

He looked at her white top. He remembered helping her dry her clothes in his bedroom the last time. He wondered what colour her bra was this time.

When CC saw his eyes travel down to her chest, she looked down, thinking about the same scenario. She was starting to realise that maybe he used his tricks to get closer to her. She realised that maybe he'd wanted to be near her this whole time; that maybe he saw her as a sensual and sexual woman; that maybe, just maybe, he'd had feelings for her all along.

She lifted her eyes to his. "Niles?"

He looked up at her.

"Don't spray it. Tell me."

"Hm?"

She pointed at the sprayer. "You don't have to use that thing to get my attention." She almost stuttered. "I- I'm ready to hear it, so... Say it, don't spray it." She looked at him nervously.

He lowered the sprayer. He hadn't expected this. He had thought about this moment taking a million different paths. He had pictured a dinner, candlelight, perhaps some dancing; on some occasions he'd imagine her kissing him when he told her and in all of the fantasies, he had always been the initiator of 'the talk'."

He stared at her for a moment. She pulled the towel down from her damp hair and brushed her fingers through her strands a few times to get it all flat and back against her head. Then she clasped her hands around the towel and waited, running her eyes over the features of his face. She was nervous. She wondered if she should take it back - just say 'never mind' and go and dry her hair.

He clipped the sprayer into its holder and turned to her once more, suddenly anxious. _She wants to hear me say it but that doesn't mean she wants to accept it and reciprocate it. _

He was worried she wanted him to say it just for a kick. He decided he'd do it anyway. It would be worth the risk. The sooner he told her and the more often he told her, the more it would worm its way into her mind and heart. So he told her.

"Miss Babcock..."

"Yes...?" She said quietly.

He stepped closer to her, wringing his hands.

"Over the past two decades, I've taunted and teased you. I've made your life a living hell..."

"And crowned me queen of it." She joked.

He chuckled. "Yes. But not because you were the devil," he smiled. "Rather because I always felt tempted by you."

She bit her lip. "Because I got you irritated and made you do hurtful things?" She wanted him to squash all the reasons she had invented in her head - all the reasons to believe it wasn't love behind it all.

"No. I did all those things because I was annoyed by society. I hate that people have stations and classes in life - boundaries that make it hard even for love to break through. They're like blinkers on a horse..."

"I'm the horse?" She asked with a brow lifted.

"Not in a bad way," he smiled and was relieved when she smiled, too.

"I tried to make you see that I was a person, not just a butler. It's why I always refused your orders. I wanted you to get angry. I wanted you to feel something towards me, other than superiority and indifference."

She looked up at him as he referred back to her comment about the opposite of love being indifference, not hate.

"I said all those hurtful things to you to try to bring you down to my level. I didn't think I could ever climb to yours. You were too good for me."

She was surprised by what he'd said. She'd always thought he didn't think very highly of her. He had, after all, pointed out and exaggerated all of the things she did wrong on a daily basis.

She never fathomed that he was pointing out her flaws to equalise the playing ground - That he was trying to show her that, even though he had his societal shortcomings, she wasn't necessarily perfect either.

"I have nothing to offer you, Miss Babcock. I have no successful career, no substantial income... I don't even have a home. Why would you ever consider me? I knew I had no chance of convincing you. I know I still don't. So I never told you... Mostly because I knew what your answer would be." He looked defeated. She frowned.

CC felt guilty. He was right. If he had said anything sooner, she most likely would have rejected him and held it over his head forever. But that didn't mean she really despised him all these years. Sure, he could push her buttons and she'd get angry but that was just one side to it – the most apparent side.

She couldn't tell him he was wrong. So she decided to tell him how she felt. "When you...um... Niles, when you kissed me in the Sheffield's living room that very first time, I- I think I stopped seeing you as just a butler. To be honest, I couldn't gather my thoughts after that kiss."

His heart jumped at her admission. They'd never talked about that night. It had affected him as well. They'd both done a good job at pretending it hadn't.

"I treated you badly because you made it difficult for me to be the person I was raised to believe I should be. I wanted to keep control and you took that away. I hate that you can do that to me! It's infuriating!"

"Sorry." He mouthed.

"No, I needed to lose control. This past week has been the most... eye-opening... experience. I think I invited you into my apartment so that you could give me that final push that I needed. I wanted you to make me lose it."

He watched her intently as she ran a hand through her hair, tossed the towel onto the edge of the tub and put her hands on her hips. "I just don't understand what you see in me, Niles! I mean, you of all people notice everything that's wrong with me." She huffed and cast her eyes to the floor.

He stepped towards her. "I notice everything that's right with you, too."

She looked up at him with a scowl.

"I'm serious, Babcock."

"Like what?!" She asked, pursing her lips.

"You're sophisticated, you're witty, you're smart, you don't take crap from anyone..."

"That's true." She arched her eyebrow, looking smug.

He chuckled. "You're unapologetic. I like that one a lot."

She tried not to smile and crossed her arms over her chest. "Me, too."

He snorted. "You're confident."

She grinned.

"And vulnerable at the same time."

She stopped grinning and bit her lip.

"You shouldn't be. You're a strong woman who has everything going for her."

"Woman?" She asked, smiling.

He nodded. "A strong, beautiful, sexy woman."

"You just want to get into my pants."

"Yes..." He grinned. She slapped him lightly on the arm.

"And your heart. Mostly your heart, Miss Babcock." He smiled his signature lopsided grin.

She looked at his lips as his grin slowly faded into a shy smile.

"What I'm trying to tell you... is that... Miss Babcock..." He looked down.

Her heart began palpitating. _Spit it out for heaven's sake!_ She thought.

He puffed out his chest and looked her in the eye. With all of the resolve he could gather, he announced firmly, "Miss Babcock! I love yo-"

She grabbed his face and kissed him.

He was expecting a laugh or a slap, a push or at least for her to bolt from the room. A kiss... it was a pleasant surprise. He lifted his hands and placed them around her waist. She moved her hands to his chest and pulled her lips from hers.

Niles spoke first. "I was going to say I love yoghurt."

"No, you weren't." She grinned.

"No, I wasn't," He agreed, watching her lips.

"Niles?"

"Yes?" he asked with hooded orbs.

"You're taking me to the dinner on opening night of the show."

"I am?"

"How else are we going to get a nice picture together to replace the one in the frame in my study?"

His jaw slackened slightly in amusement. _She'd seen it? _"I love that picture." He chuckled.

"So do I. That's why I stole it from Nanny Fine. Oh, well. We've got plenty other frames around this apartment to fill and a long time to do it."

"Does that mean you're willing to make a monogamous commitment to this… thing we have going?" He asked.

"As much as I've loved you being my bitch all these years... I think you're finally trained." She winked.

He reached his hand up to touch the hickey on her neck." She sucked in her breath at his touch. He licked his lips as he cheekily said, "You'll never get me to stop biting though."

She beamed. "Like I said, you're finally trained."

They laughed and he pulled her in tightly for their first honest kiss.

**THE END.**

_**Thank you to everyone who read & reviewed over the past month and a bit and thank you for the private messages regarding the story! Your responses kept the wheel turning and kept me writing! I'm glad I finally wrote my version of Niles & CC. Keep writing yours - it inspires me to write mine :) Hope you all enjoyed it! **_


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